Investment Research Associates - Page 341




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               Pursuant to the parties' agreements, the promissory                     
          installment notes had payment terms as follows:                              
               Due Date    BWK Revocable Trust    Everglades Trusts 1-5                
               1/15/84          $50,000                    --                          
               2/15/84             --                  $100,000                        
               1/15/86           50,000                    --                          
               7/11/93          190,000                 557,000                        
               Total          290,000                 657,000                          
               In addition, and on the same day, Holding Co. and the BWK               
          Family Trusts sold their shares of Cashmere common stock to WACO             
          for promissory installment notes in the amounts of $520,000 and              
          $30,000 respectively.                                                        
               The promissory installment notes given to the trusts by WACO            
          were secured by the Cashmere stock, subject to Waco's option to              
          substitute as collateral the guaranties of the sole shareholder              
          of Waco and pledges of various partnership interests (known in               
          the aggregate as Cablevision).  This option to substitute                    
          collateral was subsequently exercised by Meyers, on behalf of                
          WACO's sole shareholder, The Bea Ritch Trusts.                               
               Kanter did not present any evidence to establish that WACO              
          made any payments on the installment promissory notes, including             
          the balloon installment payments due on July 11, 1993.  Kanter's             
          records reflect an inconsistent reporting of the installment sale            
          to Waco.                                                                     
               Kanter then negotiated the sale of the Cashmere stock held              
          by Waco to Equity Financial Management Co. (Equity Financial),               






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