Laurence L. and Patricia Jacobs - Page 10




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          Officer Thurston left a message for Mr. Reising.  Mr. Reising               
          failed to return her call, and on May 5, 1994, Appeals Officer              
          Thurston sent a fax to Mr. Reising's office.  The fax stated in             
          pertinent part that "Due to more pressing priorities, I have let            
          this matter sit on the back burner.  However, now that we have              
          essentially agreed upon a settlement, I am sure you are as                  
          interested in concluding the matter as I am."  Later that day,              
          Mr. Reising called Appeals Officer Thurston to let her know that            
          he was no longer representing TLP and that William Knoke was now            
          TLP's representative.                                                       
               Appeals Officer Thurston called Mr. Knoke requesting that he           
          forward his power of attorney.  By letter dated May 26, 1994, Mr.           
          Knoke forwarded the power of attorney and a settlement proposal.            
          By letter dated August 11, 1994, Appeals Officer Thurston                   
          responded to Mr. Knoke's proposal, setting forth additional terms           
          and asking for clarification on a few points.  On August 29,                
          1994, Mr. Knoke sent Appeals Officer Thurston a letter which                
          stated:  "I am in receipt of your letter of August 11, 1994.  I             
          have spoken with the General Partner regarding your letter.  We             
          will agree to all of the terms that you outlined in your letter.            
          Please proceed with finalizing this case."                                  
               After receiving Mr. Knoke's August 29, 1994, letter, Appeals           
          Officer Thurston began preparing the paperwork necessary to move            
          the settlement forward.  From February 1995 until sometime in               






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