- 23 -                                         
          Mumma/MHR Properties lease agreement, including MHR Properties’             
          purchase option contained in that agreement, (b) Mr. Felman                 
          purchased from the University the unencumbered St. Clair prop-              
          erty, which had a value as of that date of $220,000 as set forth            
          in the final property exchange agreement, and (c) the University            
          conveyed that property to Mr. Felman by delivery of the July 22             
          St. Clair deed that the University had signed shortly before the            
          August 1 closing; (2) (a) the University purchased from EDR the             
          Ludlow property,4 which had a value as of that date of $253,000             
          as set forth in the final property exchange agreement, and                  
          (b) the University conveyed that property to Mr. Signom by                  
          delivery of the July 22 Ludlow deed that the University had                 
          signed shortly before the August 1 closing; and (3) (a) Mr.                 
          Signom conveyed the Irving property subject to the Irving prop-             
          erty mortgage, which had a $30,963 balance due as of that date,             
          to the University by general warranty deed (Irving deed), and               
          (b) the University paid Mr. Signom $12,000 in cash.5  (We shall             
          refer to the transfers of properties and other consideration that           
          were effected on August 1, 1991, among the University, Mr.                  
          Felman, and Mr. Signom as the August 1 property transfers.)  The            
               4The parties to the Ludlow property purchase contract had              
          agreed to extend the date of closing of the purchase of the                 
          Ludlow property from July 31, 1991, to Aug. 1, 1991.                        
               5The value of the Irving property that Mr. Signom trans-               
          ferred to the University pursuant to the final property exchange            
          agreement on Aug. 1, 1991, was not set forth in that agreement.             
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