Jerry S. Payne - Page 11

                                         - 11 -                                       
          Petitioner's Receipt of Property and Stock of 2618 Inc                      
               By the end of 1987, as a result of the outstanding legal fees in       
          excess of $500,000 owed to him by 2618 Inc and by Helmle, petitioner        
          began exercising increasing control over the finances and operations        
          of 2618 Inc and of the Club.                                                
               On February 15, 1988, ownership interests in certain intangible        
          and tangible personal property relating to the Club (namely, 2618           
          Inc's leasehold interest in the building in which the Club operated,        
          the equipment, leasehold improvements, furniture and fixtures located       
          in the building, and the right to use the Caligula XXI name) were           
          transferred to petitioner in satisfaction of a portion (namely,             
          $35,000) of the legal fees owed to petitioner.  Petitioner then             
          leased the above property back to 2618 Inc.                                 
               In 1988, ownership of all of the outstanding stock of 2618 Inc         
          was transferred from Helmle to petitioner in further payment of legal       
          fees that 2618 Inc and Helmle owed to petitioner.                           
               As indicated above, largely on account of the criminal charges         
          pending against Helmle, TABC had denied the Club the mixed beverage         
          permits required to sell alcoholic beverages to patrons.  During            
          1988, petitioner had actively sought a buyer for Helmle's interest in       
          2618 Inc, but he was unsuccessful.  Transfer of the stock of 2618 Inc       
          to petitioner therefore served the additional purpose of eliminating        
          Helmle as one of the stockholders of 2618 Inc.                              








Page:  Previous  1  2  3  4  5  6  7  8  9  10  11  12  13  14  15  16  17  18  19  20  Next

Last modified: May 25, 2011