Consolidated Manufacturing, Inc., M. P. Long Living Trust, Merl Philip Long, Trustee, Tax Matters Person - Page 5

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          that they had purchased from Consolidated to jobbers and garages            
          who, in turn, sold such products at retail.  (We shall refer                
          collectively to Consolidated's Ford customers and Consolidated's            
          Four Star label customers as customers.)                                    
               In addition, Consolidated served as a Ford-authorized                  
          distributor of Ford-authorized remanufactured automobile parts              
          produced by other automobile parts remanufacturers, including               
          clutch discs and pressure plates.  Consolidated did not use any             
          of the used and worn clutch discs and pressure plates that it               
          obtained in its capacity as a Ford-authorized distributor to                
          produce remanufactured clutch discs and pressure plates, but                
          instead delivered those used and worn parts to the remanufac-               
          turers of those products.                                                   
               The portion of a used and worn automobile part that is                 
          utilized to produce a remanufactured automobile part is known in            
          the automobile parts remanufacturing industry as a core (core).             
          In order to recondition and restore to salable condition a used             
          and worn engine, transmission, cylinder head, crankshaft, or                
          small automobile part, Consolidated needed a used and worn engine           
          (engine core), transmission (transmission core), cylinder head              
          (cylinder head core), crankshaft (crankshaft core), or small                
          automobile part (small part core) to place into the                         
          remanufacturing process.                                                    
               Consolidated's remanufacturing business depended on a supply           
          of two materials: cores and new parts.  It maintained inventories           




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