Estate of Bert B. Rapp, Deceased, Richard L. Rapp, Executor - Page 10

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             "moving forward and * * * under control".  Mr. Lippert also              
             discussed with the decedent how to provide liquidity to pay              
             estate taxes on death.  After the decedent's death,                      
             Mr. Lippert was surprised to learn that the testamentary                 
             trust created under the decedent's 1986 will was not                     
             eligible for the marital deduction.                                      
                  The decedent's 1986 will was admitted to probate on                 
             May 5, 1988, before the Superior Court of California,                    
             County of Los Angeles (referred to herein as the probate                 
             court).  Initially, the coexecutors, Messrs. David and                   
             Richard Rapp, retained Mr. Clark to handle the probate of                
             the decedent's estate.  As the proceedings went on,                      
             however, they became displeased with Mr. Clark's handling                
             of the estate.  They grew dissatisfied with the time it                  
             took Mr. Clark to file required papers, and they felt                    
             uncomfortable with some of the advice that he gave to them.              
             They also became aware that the decedent's 1986 will would               
             require the payment of substantial Federal estate taxes.                 
             Mr. Richard Rapp felt that Mr. Clark was uncooperative and               
             was more concerned with avoiding a malpractice suit than                 
             with settling the estate's problems.  Further, Mr. Richard               
             Rapp was unhappy because Mr. Clark threatened to withdraw                
             as counsel for MTSS in a litigation matter if he were                    







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