Robert D. Booth and Janice Booth, et al. - Page 34

                                       - 34 -                                         
          on the forms as a complex trust named "Prime Financial Benefits             
          Trust" (E.I.N. 86-6184818):10                                               
                                      1990        1991     1992      1993     1994    
       Interest income                    $232,158    $372,992 $351,722  $106,927 $92,464
       Other income: forfeitures   ---   9,453    ---    ---      ---                 
       Other income: refund trustee fees   ---    ---     ---    ---      4,012       
       Tax exempt income                    55,467      34,812  295,340   118,797   14,498
       Total income                        232,158     382,445  351,722   106,927   96,476
       Taxes                                10,306       - 0 -   13,572     - 0 -    7,519
       Fiduciary fees                       53,836      63,293   22,994     - 0 -    - 0 -
       Attorney, accountant                 13,247     136,440   96,205   104,764  173,804
       Other deductions                     3,500- 0 -       16     1,761   10,547      
       Other deductions: mgmt/admin fees     - 0 -       - 0 -  173,550    79,263  128,000
       Exemption                               100         100      100       100      100
       Taxable Income                      164,781     199,276  (20,428)  (22,898)(182,687)
       Total tax                            46,139      61,017    - 0 -     - 0 -    - 0 -
               The Trust paid no benefits in 1988.  From 1989 through 1994,           
          the Trust paid $30,420,770 in employer withdrawal benefits and              
          DWB's as shown below:                                                       
             1989       1990          1991        1992          1993         1994       Total
        DWB's (number)       0          6             50          57            87           56         256
        Withdrawal dist. $468,274   $2,292,366    $3,848,663  $10,732,521  $6,227,028   $4,117,684  $27,686,536
        DWB's (amount)          0       11,985       682,394      640,125     727,947      671,783    2,734,234
        Total           468,274    2,304,351     4,531,057   11,372,646   6,954,975    4,789,467   30,420,770
               B.  Suspense Account transactions                                      
               The first Suspense Account transaction was a deposit of a              
          $37,841 death forfeiture on December 21, 1990.  The following               
          chart is a summary of all Suspense Account activity through                 
          October 31, 1994:                                                           


               10 We are unable to determine whether the New York Trust is            
          the same entity as the Trust.  The entities have different                  
          E.I.N.'s, and the New York Trust's Forms 1041 reported that it              
          was created on Aug. 1, 1988, while the Trust's Forms 1041                   
          reported that it was created on Aug. 31, 1988.  The 1990 Form               
          1041 filed for the Trust also reported that the "OLD NAME OF                
          FIDUCIARY" was "NORTHERN TRUST BANK OF ARIZONA N.A.".  Our                  
          Opinion is not affected by whether the New York Trust and the               
          Trust are the same or different entities.                                   





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