Inverworld, Inc., et al. - Page 197

                                                 - 52 -                                                   
            TYE June 30    Commissions    Administration Fee    Direct Costs                              
                  1987           1$210,675       $15,000            $166,829                              
                  1988         50,607            60,000                   800                             
                  1989         272,411           60,000                   - 0 -                           
                  1We have deducted from the amount of commissions, $225,675,                             
            the amount of $15,000, which represents LTD's administration fees                             
            and which has been recategorized under "Administration Fee" for                               
            taxable year ended June 30, 1987.                                                             
                        f.     Client Incorporation and Trust Creation                                    
                  LTD offered its clients the option of establishing offshore                             
            corporations and trusts to hold their investments.  Each client                               
            signed a discretionary authorization granting LTD the power to                                
            invest the funds held by the client’s corporation or trust.                                   
                  To establish an offshore corporation or trust for a  client,                            
            a promoter in Mexico completed a form listing the client’s choice                             
            of jurisdiction, company name, and appointed directors.  Such                                 
            form was then sent to INC, which passed the information to                                    
            outside lawyers or fiduciaries qualified to perform the necessary                             
            paperwork in the chosen jurisdiction.                                                         
                  The incorporation package completed by the lawyers or                                   
            fiduciaries was then returned to INC, which returned the package                              
            to the client in Mexico.  LTD's role, through the promoters, was                              
            to provide the counseling on the structure and features of the                                
            various incorporation options.  Board of directors meetings for                               
            at least two companies incorporated by LTD clients were held at                               
            INC’s offices in San Antonio.  LTD's clients used as their                                    
            addresses the address of INC’s offices in San Antonio.                                        






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