Cane Creek Sportsman's Club, Inc. - Page 4

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          Chamblee, executed the petition in this case on the corporation's           
               At the time of its incorporation, petitioner acquired                  
          approximately 450 acres of land, improved with a cabin.  The                
          shareholders used the cabin as a private hunting lodge during the           
          years 1971 through 1993.  On January 30, 1971, 10 days after                
          incorporation, the six original shareholders signed an agreement            
          stating that the property would be used by the six "original and            
          sole owners and partners" of the hunting club and their immediate           
          families as a recreational facility only.  The agreement also               
          states that none of the six will make or produce a product nor              
          sell his shares or hunting rights to outsiders, and, if at any              
          time one of the "six partners" wishes to withdraw from the                  
          "partnership," he must sell his shares to the other partners                
               Petitioner secured an employer identification number and               
          filed corporate Federal income tax returns on Form 1120 for 1980            
          through 1993.  On its Federal income tax returns, petitioner                
          depreciated the cabin and reported net income for the years 1980            
          through 1986, and 1990.  Chamblee never reported any share of               
          petitioner's net income on his personal Federal income tax                  
               On February 5, 1993, petitioner sold the property to                   
          Champion International Corporation (Champion) for $168,750.  On             
          September 7, 1993, petitioner was dissolved.  That same year, its           

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