- 72 - H. Conclusions34 Both the RCR #4 and RCR #6 bills of sale listed large numbers of breeding sheep which did not actually exist. In addition, the RCR #4 bill of sale was not a contemporaneous document. Each partnership's stated purchase price for its breeding sheep further did not reasonably approximate the sheep's fair market value. Lastly, the alleged recourse promissory note each partnership issued was not a valid recourse indebtedness. Accordingly, we hold that RCR #4 and RCR #6 did not acquire the benefits and burdens of ownership with respect to the breeding sheep they each had purportedly acquired from Barnes Ranches. See Ferrell v. Commissioner, supra at 1186-1190; Grodt & Mckay Realty, Inc. v. Commissioner, 77 T.C. 1221, 1237-1238 (1981). We further hold that RCR #4 and RCR #6 are not entitled to the 34On brief, petitioners assert that this Court's prior decision in Bales v. Commissioner, T.C. Memo. 1989-568, collaterally estops respondent from relitigating a number of issues concerning the transactions in the instant cases. However, petitioners failed to raise collateral estoppel as a defense in their pleadings. The Court thus does not consider petitioners' collateral estoppel argument to be properly before it. In any event, collateral estoppel would not apply in the instant cases. The Bales decision involved several cattle breeding limited partnerships organized by Mr. Hoyt's family that had entered into transactions to acquire breeding cattle. The instant cases, in contrast, involve other sheep breeding limited partnerships that entered into transactions purportedly to acquire breeding sheep from either Barnes Ranches or W.J. Hoyt Sons Ranches MLP. The issues in the instant cases can hardly be said to be identical to those decided in Bales, as different partnerships and different transactions are presented. See Peck v. Commissioner, 90 T.C. 162, 166-167 (1988), affd. 904 F.2d 525 (9th Cir. 1990); see also Coward v. Commissioner, T.C. Memo. 1997-198.Page: Previous 62 63 64 65 66 67 68 69 70 71 72 73 74 75 76 77 78 79 80 81 Next
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