Estate of Bert B. Rapp, Deceased, Richard L. Rapp, Executor - Page 15

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                            of, as "qualified terminable                              
                            interest property" in order                               
                            to obtain the marital deduc-                              
                            tion for such property for                                
                            federal estate tax purposes.                              
                            Whether or not my executors                               
                            make such an election, I                                  
                            hereby exonerate my executors                             
                            from any liability resulting                              
                            from making or failing to                                 
                            make such an election."                                   

             The order was signed by the probate court judge and was                  
             also signed "Approved as to form" by the guardian ad litem,              
             Mr. Rae, and the attorney for the estate, Mr. Lunn.                      
                  On or about November 9, 1988, shortly before the due                
             date for the petitioner's estate tax return, petitioner's                
             attorney filed with the Internal Revenue Service an                      
             Application for Extension of Time to File U.S. Estate                    
             (and Generation-Skipping Transfer) Tax Return and/or Pay                 
             Estate (and Generation-Skipping Transfer) Tax(es) on Form                
             4768.  Petitioner requested an extension of time to file                 
             until May 23, 1989, for the following reasons:                           

                       The Decedent's estate includes numerous                        
                  interrelated closely-held businesses, some                          
                  of which have experienced serious financial                         
                  problems.  Significant questions of valuation                       
                  remain unresolved despite diligent efforts                          
                  to resolve them.  Furthermore, a number of                          
                  significant, unresolved contingent creditors'                       
                  claims remain outstanding against the estate.                       
                  The executor intends to make an election under                      







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