Walter E. Hess and Helen L. Hess - Page 3

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          resided in Darien, Connecticut, when they petitioned the Court.             
          They filed 1992 and 1993 Forms 1040, U.S. Individual Income Tax             
          Returns, using the filing status of "Married filing joint                   
          return".  Petitioner graduated from Duke University with a                  
          bachelor of arts degree in business.                                        
               Balfour employed petitioner from November 10, 1969, through            
          June 14, 1991, as a commercial representative.  Balfour                     
          manufactured and sold award items, such as jewelry, plaques, and            
          trophies, and petitioner had the exclusive right to sell                    
          Balfour's products in New York City and certain surrounding                 
          areas.  For each Balfour product sold in petitioner's sales                 
          territory, Balfour paid him a commission equal to the difference            
          between the price paid by the purchaser and the price charged               
          petitioner.  Balfour issued petitioner Forms W-2, Wage and Tax              
          Statements, listing the total commissions that it paid him during           
          each year.                                                                  
               Balfour let its retiring salesmen sell their sales                     
          territories to other Balfour salesmen.  On January 1, 1971,                 
          Louis S. Myers (Mr. Myers), a retiring salesman, sold petitioner            
          the exclusive right to service Balfour's New York City sales                
          territory.  Pursuant to the sale, Mr. Myers transferred his sales           
          accounts to petitioner from January 1, 1971, through December 31,           
          1973, and petitioner received credits to his commission account             

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