American Stores Company and Subsidiaries - Page 25




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          to protect the California consumers from anticompetitive                    
          behavior.  Until the injunction was lifted, American Stores faced           
          the possibility of divestiture.  Petitioner’s objective in                  
          acquiring Lucky Stores was to achieve future long-term benefits             
          from the merger of the Alpha Beta chain of stores and Lucky                 
          Stores.  These benefits could not be realized if the State of               
          California’s antitrust suit was successful.  Although petitioner            
          became the owner of Lucky Stores, it was unable to realize the              
          long-term benefits being sought until the antitrust suit was                
          resolved.                                                                   
               The origin of the State of California’s antitrust suit was             
          American Stores’ acquisition of Lucky Stores.  The expenditure of           
          funds to defend against the antitrust litigation conferred long-            
          term benefits on American Stores.  American Stores was not                  
          defending an existing business structure from attack; rather it             
          was attempting to establish its right to create such a structure.           
          These benefits are comparable to the benefits that were required            
          to be capitalized in INDOPCO, Inc. v. Commissioner, 503 U.S. 79             
          (1992).                                                                     
               We hold that petitioner is not entitled to deduct the legal            
          fees it incurred in contesting the State of California’s                    
          antitrust suit.                                                             


                                                  Decision will be                    
                                             entered under Rule 155.                  




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Last modified: May 25, 2011