Sam E. Scott - Page 3

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          Heidelberg & Woodliff Law Partnership                                       
               In 1963, petitioner joined the law firm of Heidelberg,                 
          Woodliff & Franks (which later became Heidelberg & Woodliff), a             
          general partnership in Jackson, Mississippi, as an associate                
          attorney.  Petitioner's practice primarily was confined to general          
          civil litigation.                                                           
               In 1968, petitioner became a partner in Heidelberg, Woodliff           
          & Franks (hereinafter referred to as the firm, law firm, or the             
          partnership).  Upon becoming a partner, petitioner purchased his            
          interest in the law firm by making monthly payments to the three            
          named partners.  During his tenure there, petitioner was active in          
          the firm's management, serving as managing partner for a time.              
               In 1983, Messrs. Woodliff and Franks sold their interests              
          (totaling 46 percent) in the partnership for approximately $500,000         
          to seven junior partners.  (Junior partners received a percentage           
          of the law firm profits to the extent they exceeded a certain               
          amount, plus a salary, but did not own an interest in the                   
          partnership.)  Four of the junior partners who bought Messrs.               
          Woodliff's and Franks' interests left the firm in 1985 and refused          
          to pay the balance due.  Thereafter, the remaining partners at the          
          firm (including petitioner) assumed the obligation owed to Messrs.          
          Woodliff and Franks.                                                        








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