Dorchester Industries Incorporated, et al. - Page 12

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          submit settlement documents to the Court on or before December 4,           
          1995.                                                                       
          Subsequent Events                                                           
               Sometime after November 8, 1995, Frank Wheaton changed his             
          mind.  On November 21, 1995, Garofalo mailed decision documents             
          to Gilson, which reflected the basis for the settlement that had            
          been reached.  Frank Wheaton refused to execute those decision              
          documents.  As a result, respondent moved for entry of decision             
          in each of the docketed cases.                                              
          Representation                                                              
               Gilson and Wodlinger entered their appearances as counsel              
          for Dorchester on April 11, 1994.  They entered their appearances           
          as counsel for Frank and Mary Wheaton in the remaining docketed             
          cases by subscribing the petitions in those cases.                          
               Prior to entering their appearances in those remaining                 
          docketed cases, Gilson and Wodlinger met with Frank and Mary                
          Wheaton to discuss representation with respect to Frank and Mary            
          Wheaton’s 1979 through 1989 taxable years.  Gilson and Wodlinger            
          raised the question of separate counsel for Frank and Mary                  
          Wheaton and for Dorchester.  Frank Wheaton advised Gilson and               
          Wodlinger that he did not want to retain additional attorneys and           
          that he wanted Gilson and Wodlinger to represent all three                  
          parties.  Mary Wheaton stated that she did not want separate                
          counsel and directed Gilson and Wodlinger to take their                     
          instructions from Frank Wheaton.  Gilson and Wodlinger raised the           




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