Leo and Alla Goldberg - Page 58

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          the right to improve the property without the sellers' consent;             
          and (7) had the right to obtain legal title at any time by paying           
          the balance of the full purchase price.  Grodt & McKay Realty,              
          Inc. v. Commissioner, supra at 1237-1238.                                   
               In this case, the Woods had the right to possess the                   
          property, the right to obtain legal title by paying the balance             
          of the full purchase price, and the duty to maintain the property           
          and to pay insurance costs and taxes (under one agreement).  The            
          Woods did not bear the risk of loss.  This factor weighs in favor           
          of the agreement's being treated as a sale.                                 
               3.  Compelling the Exercise of the Option                              
               Under California law, an instrument is a contract of sale if           
          the optionee has an obligation to buy that the owner can enforce            
          by specific performance.  Welk v. Fainbarg, 255 Cal. App.2d 269,            
          63 Cal. Rptr. 127, 132-133 (1967).  Neither the Lease Option nor            
          the Real Estate Purchase Option provided that petitioners could             
          force the Woods to purchase 15 Hastings.                                    
               4.  Intent of the Parties                                              
               Petitioner testified that title to 15 Hastings was never               
          transferred to anyone.  Petitioners treated the agreement with              
          the Woods as a lease on their 1990 return.  Mr. Wood testified              
          that he and Mrs. Wood were not renting 15 Hastings.  Mr. Wood               
          classified the transaction, however, as a lease/option purchase             
          contract.  Mrs. Wood said the agreement was initially                       
          contemplated as a lease option.  Mrs. Wood testified that their             




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