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than adequate consideration, or, alternatively, that Ms. Maggos
entered into a bad business deal when she agreed to the
redemption. We disagree. The mere fact that Ms. Maggos filed
two lawsuits against parties connected to the redemption is not
enough to persuade us that she was defrauded in connection with
the redemption, or that she entered into a bad business deal with
respect thereto. Nor is it enough that Ms. Maggos received less
than fair market value for her shares. Ms. Maggos sold her
shares to PCAB without an independent appraisal of PCAB's value,
and she bequeathed the promissory note to her son. The value of
the note was substantially less than the value of her stock, and
the price for the stock was not set through arm's-length
negotiations. The effect of Ms. Maggos' transfer was to remove
her from a family business that she helped build, passing total
ownership of the business to her family's next generation with a
conscious attempt on the part of Ms. Maggos to minimize the
payment of tax that would be due on the passage. Bearing in mind
that Ms. Maggos also was astute enough to file a 1987 gift tax
return reporting a minimal gift, which, from a practical point of
view, served to start the running of the period of limitations
with respect to an assessment of a deficiency in gift tax for the
year of redemption, we simply do not believe that petitioner
prevails in this proceeding as a matter of law. Inferences may
be drawn from the facts of this case which are consistent with
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