Associated Dentists of River Falls, f.k.a. River Falls Dental Associates, Ltd. - Page 1

                                 T.C. Memo. 1998-287                                  

                               UNITED STATES TAX COURT                                

          ASSOCIATED DENTISTS OF RIVER FALLS, f.k.a.                                  
          RIVER FALLS DENTAL ASSOCIATES, LTD., Petitioner v.                          
               COMMISSIONER OF INTERNAL REVENUE, Respondent                           

               Docket No. 17503-97.                  Filed August 5, 1998.            

               Jay B. Kelly, for petitioner.                                          
               Blaine C. Holiday, for respondent.                                     

                       MEMORANDUM FINDINGS OF FACT AND OPINION                        

               LARO, Judge:  Petitioner petitioned the Court to redetermine           
          respondent's determination of deficiencies of $12,630 and $11,606           
          in its 1993 and 1994 Federal income taxes, respectively.  We must           
          decide whether petitioner may deduct the rent that it paid to a             
          shareholder in 1993 and 1994.  We hold it may.  We must also                

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