Mel T. Nelson - Page 10

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          separate treatment of which could affect the liability for tax of           
          any shareholder".  Sec. 1366(a)(1)(A).4  Moreover, the subchapter           
          S regime incorporates all "nonseparately computed income or                 
          losses".  Sec. 1366(a)(1)(B).  Under section 1367(a)(1)(A),                 
          income that is enumerated in section 1366(a)(1)(A) increases a              
          shareholder's basis in a subchapter S corporation's stock.                  
          Section 1366(f), however, specifies exceptions to the overall               
          statutory scheme, none of which is implicated here.                         
               The parties' dispute herein centers on the language in                 
          section 108(d)(7)(A).  Specifically, the parties differ on the              
          precise meaning of the phrase, "In the case of an S corporation,            
          * * * [section 108] shall be applied at the corporate level."               
          Sec. 108(d)(7)(A).  Respondent argues that section 108(d)(7)(A)             
          represents an adjustment and/or exception to the principles                 
          underlying the subchapter S provisions that items of income                 
          realized or recognized at the corporate level are passed through            
          to the shareholders.  On the other hand, petitioner contends that           
          section 108(d)(7)(A) stands for the proposition that prior to the           
          determination of an individual shareholder's income tax                     
          liability, the S corporation must be ascertained to be insolvent.           



               4This Court addressed facts similar to those found in the              
          instant case when we ruled on cross-motions for summary judgment            
          in Winn v. Commissioner, T.C. Memo. 1997-286. The Winn case has             
          been withdrawn in accordance with T.C. Memo. 1998-71 released               
          this date.                                                                  




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