William J. Fleischaker and Donni L. Fleischaker - Page 5

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          1980, petitioner and his associates formed Adult Living Centers,             
          Inc. (Adult Living Centers), to own and operate a proposed new               
          facility in Muskogee, Oklahoma, known as the Van Orden Memorial              
          Adult Living Center (the Van Orden project).  Petitioner invested            
          approximately $25,000 in the stock of Adult Living Centers and               
          was a member of the board of directors and vice president of the             
          corporation.  None of the individuals, however, had experience in            
          constructing or operating a nursing home facility.  Charles Wetz             
          had a degree in hospital administration.  Mr. Colclazier was to              
          manage the construction of the Van Orden project.                            
               Petitioner and his associates did not intend the Van Orden              
          project to be a typical nursing home facility.  Instead, they                
          envisioned a multifunctional comprehensive facility that would               
          provide traditional long-term care, integrate intermediate care              
          with day care for the elderly, integrate day-care service for                
          children with day care for older individuals, and provide                    
          residences for seniors.  Petitioner had the idea of integrating              
          adult day care with intermediate care because it would be more               
          beneficial to the patients and more economical.  Petitioner also             
          thought that integrating child care with senior care would                   
          provide a nurturing interaction for the children with grandparent            
          type figures during the day and would stimulate the elderly                  
          (because of the interaction with the children).                              

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