Carol M. Read, et al. - Page 83




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          guaranty--his secondary obligation–-and a pledge of the redeemed            
          shares to secure the satisfaction of MMP’s obligation.  See                 
          Bennett v. Commissioner, 58 T.C. 381 (1972); Edenfield v. Commis-           
          sioner, 19 T.C. 13 (1952).                                                  
               The Reads’ settlement agreement and divorce decree, which              
          tied the amounts of Mr. Read’s obligation to make periodic                  
          alimony payments to initial and continued compliance with the               
          provisions for payment for Mrs. Read’s stock, did not saddle Mr.            
          Read with the primary and unconditional obligation to purchase              
          and pay for Mrs. Read’s stock.6  The obligation to purchase and             
          pay for her stock was assigned to and assumed by MMP as its                 
          primary and unconditional obligation.                                       
               (2) Judges Laro and Marvel believe that Q&A-9 just does not            
          apply to redemptions.  Adoption of this approach could cause both           
          individual parties to a redemption of the stock of a divorcing              
          spouse to incur tax liability if they are not well advised.  In             
          most cases the departing shareholder ex-spouse would recognize              
          capital gain on the transaction that terminates his or her stock            



               6 Even if the standard  espoused by Judges Ruwe and Halpern            
          and the writer should be adopted, a Judge adopting that standard            
          might conclude that Mr. Read did not divest himself of the                  
          primary and unconditional obligation to purchase Mrs. Read’s                
          stock.  The ground of that conclusion, with which the writer                
          would disagree, is that the integration of and reciprocal                   
          relationship between Mr. Read’s alimony obligations and MMP’s               
          continuing obligation to complete the scheduled payments in                 
          satisfaction of the obligation to purchase Mrs. Read’s stock left           
          Mr. Read with the primary and unconditional continuing obligation           
          to purchase her stock.                                                      




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