The Escrow Connection, Inc., A.K.A. The Escrow Connection - Page 4

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          her time working as an escrow officer.  In total, Kleindienst               
          worked about 70 hours per week.                                             
               In addition to her work as an executive and escrow officer,            
          Kleindienst held seminars and met with realty boards, realtors,             
          real estate developers, attorneys, and accountants to promote               
          petitioner's business.  Kleindienst estimated that she solicited            
          escrows that generated approximately $1.2 million of petitioner's           
          $1.46 million in gross receipts during each of the years in                 
          issue.  Both Lynne West (West), petitioner's accountant, and                
          Kleindienst believed that Kleindienst's services were essential             
          to petitioner's business success.  Without the large number of              
          escrows she solicited, petitioner would not be a viable business.           
          Kleindienst's clients have generally followed her when she                  
          changed firms.  This factor makes Kleindienst more valuable.                
               Petitioner's gross receipts consisted solely of fees                   
          generated from closing escrow transactions.  To close an escrow,            
          an escrow officer must collect the purchase price and transfer              
          ownership of the property to the transferee.  Not all escrows               
          that are originated are closed; about 75 percent of escrow                  
          accounts close.  Petitioner did not receive any fee when a client           
          opened an escrow.  The average escrow closing generated an $800             
          fee, but petitioner has received fees as large as $20,000 for               
          closing an escrow.                                                          
               During the years in issue, petitioner employed three to four           
          escrow officers, including Kleindienst.  Escrow officers, except            



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