Eugene A. Beck, et al. - Page 7




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               In 1988, Michelle and her husband were having marital                  
          difficulties.  In order to avoid a claim by Michelle's husband to           
          the shares of Beck's Liquors stock titled in Michelle's name,               
          title to the shares was transferred to Michael for $1.  The                 
          corporate minutes specify that the corporation would issue 30,000           
          new shares of stock to Michelle after Mr. and Mrs. Beck had died.           
               Although the stock of Beck's Liquors was originally titled             
          in Mrs. Beck's name and then transferred to the children, the               
          Becks did not intend for the children to have any control over              
          the stock, the corporation, or the business until after their               
          deaths.  Michael and Michelle were never told that they held                
          title to any shares of Beck's Liquors stock.  The corporate                 
          minutes specify that Mr. and Mrs. Beck would operate the business           
          during their lifetime.                                                      
               B.  Purchases of Condominiums                                          
               In 1987 or 1988, Beck's Liquors paid $60,000 in cash for a             
          condominium.  The condominium was titled in the name of the                 
          corporation, but Mr. and Mrs. Beck lived in the condominium.  In            
          1988, Beck's Liquors also purchased a condominium for Michael.              
          Michael paid the condominium fees and utilities, and Beck's                 
          Liquors paid the real estate taxes.                                         
               On June 16, 1991, Mr. and Mrs. Beck were in an automobile              
          accident.  Mrs. Beck was killed instantly.                                  








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