Daniel F. Nix and Gayle H. Nix - Page 3




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               Morales served as chief executive officer of Telim, Amos as            
          vice president of operations, petitioner as vice president, and             
          Mrs. Nix as the secretary and chief financial officer.  The Telim           
          stock was to be treated as section 1244 stock.  Upon                        
          incorporation, petitioners were issued 3,000 shares of stock in             
          Telim, and Morales and Amos were issued 3,000 shares of stock               
          each.                                                                       
               Telim arranged to have single line telephones manufactured             
          in Taiwan and imported to and sold in the United States.  The               
          telephones received from Taiwan were defective, and Telim was               
          required to rebuild the telephones before sale to customers.  Due           
          to delays and limited sales, Telim realized no profits.                     
               Prior to incorporation of Telim in April of 1987,                      
          petitioners spent $39,651 of their funds in startup expenses                
          relating to Telim.                                                          
               From April to the end of September 1987, petitioners spent             
          an additional $25,046 of their funds to pay expenses of Telim,              
          and on September 29, 1987, an additional 25,000 shares of Telim             
          stock were issued to petitioners.                                           
               In October and November of 1987, petitioners spent an                  
          additional $30,000 of their funds to pay expenses of Telim, and             
          on November 4, 1987, an additional 16,000 shares of Telim stock             
          were issued to petitioners.                                                 







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