Ellen M. Rangos - Page 6

                                        - 6 -                                         

                    them which may be due for any years prior to                      
                    1972, and the Wife shall endorse any such                         
                    drafts upon request of the Husband.                               
               Pursuant to the Agreement, petitioner received a $90,000               
          equity interest in the marital residence, various items of                  
          household furnishings, beneficiary rights in a $200,000 insurance           
          policy in trust (that was later canceled), and a right to use a             
          Florida condominium owned by Mr. Rangos in exchange for her                 
          interests in Mr. Rangos' various businesses and real estate.                
               At the time the Agreement was signed, Mr. Rangos' net worth            
          was between $2-3 million.  Mr. Rangos owned all the stock of U.S.           
          Utilities Service Co. (U.S. Utilities), a Pennsylvania corporation.         
          On February 1, 1972, U.S. Utilities hired petitioner as a public            
          relations consultant for 5 years.  As compensation, U.S. Utilities          
          paid petitioner $1,041 per month.  This payment was considered one-         
          half of the alimony payment she was to receive from Mr. Rangos              
          pursuant to Paragraph 11 of the Agreement.  Although petitioner             
          only worked for U.S. Utilities until February 1973, she continued           
          receiving the $1,041 payment from the company every month                   
          thereafter.                                                                 
               Both parties were represented by counsel in the negotiations           
          and execution of the Agreement.  Mr. Rangos' attorney drafted the           
          Agreement.                                                                  








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