Peter S. Pau and Susanna H. Pau - Page 4

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          commission of $250,000, which was paid to Sand Hill at the time             
          of the closing on March 15, 1990.  Payment was made by a check              
          drawn on the escrow account by Founders Title Co.; the check was            
          deposited in full in Sand Hill's business checking account at the           
          Bank of America (the Bank of America account).  The $250,000                
          commission was included in the total gross receipts reported on             
          petitioners' 1990 Schedules C.                                              
               In addition to the broker's commission, on March 20, 1990,             
          Meiyan paid Susanna a $150,000 finder's fee for locating the                
          buyer of the Stockton Street property.  The payment was made by a           
          check in Sand Hill's name bearing the handwritten notation                  
          "consultation fee".  Susanna deposited the check in full into the           
          Bank of America account on March 20, 1990.                                  
               B.  The Eccles Avenue Property Transaction                             
               Beginning in March of 1990, petitioner worked with Sanrio on           
          a build-to-suit development deal which evolved into the purchase            
          of an existing building located at 570-586 Eccles Avenue in San             
          Francisco (the Eccles Avenue property).  On June 29, 1990,                  
          petitioner, d.b.a. Sand Hill, executed a purchase and sale                  
          agreement (the agreement) with the seller for the purchase of the           
          Eccles Avenue property.  When he signed the agreement, petitioner           
          knew that Sanrio wanted to purchase the Eccles Avenue property              
          for use as its headquarters.  Because of a bad business                     
          relationship between Sanrio and the seller, petitioner, rather              






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