Gerald E. and Nancy J. Toberman - Page 3




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         Towers was incorporated on May 22, 1979, and elected status as an            
         S corporation on December 29, 1986.                                          
              Petitioner also owned and operated marinas on Lake                      
         Minnetonka in Minnesota through a number of wholly owned                     
         corporations.2  To acquire the marinas, petitioner personally                
         guaranteed bank loans used to acquire the marinas and pledged the            
         mobile home parks as collateral.  Initially, petitioner was                  
         successful in the marina business.  During a drought in 1988 or              
         1989, however, water levels at the marinas fell significantly.               
         Boaters began removing their boats from the marinas, and the                 
         cash-flow from petitioner’s marina business practically stopped.             
              During the drought, Bonnevista and Castle Towers were                   
         generating positive cash-flows from the mobile home parks.  These            
         funds were used to help keep the marinas operating temporarily.3             
         Eventually, however, petitioner lost both the marinas and the                
         mobile home parks.4                                                          





               2 These wholly owned corporations include:  St. Albans Bay             
          Marina & Yacht Club, Inc.; Tonka Bay Marina & Yacht Club, Inc.;             
          Shorewood Marina & Yacht Club, Inc.; Maxwell Bay Marina, Inc.;              
          and Smith’s Bay Marina, Inc.                                                
               3 The record does not reveal the nature and amount of these            
          transactions.                                                               
               4 The record is unclear as to exactly when or in what manner           
          petitioner lost these businesses, or exactly when any of the                
          various corporations may have actually gone out of existence.               





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