Eddie Cordes, Inc., Transferee - Page 8




                                        - 8 -                                         
          142(a).                                                                     
               Even if petitioner had persuaded us that its liability as a            
          transferee at law is limited to the value of the assets received            
          in the merger,10 petitioner has failed to prove the value of the            
          assets in question, and that failure is fatal.  Petitioner had              
          the burden of proving facts supporting its argument that its                
          liability as a transferee at law was limited.  Petitioner made no           
          effort to prove the value of the assets it received in the                  
          merger.  We, therefore, must conclude, and so hold, that                    
          petitioner is liable as a transferee at law for Cordes Finance              
          Corp.’s income tax liability as determined by respondent.                   


               9(...continued)                                                        
          connection with examinations commencing after July 22, 1998.                
          Petitioner introduced no evidence establishing whether the                  
          examination in this case commenced after July 22, 1998, and                 
          consequently, has failed to demonstrate that sec. 7491 applies.             
          Ashley v. Commissioner, T.C. Memo. 2000-376.  Moreover,                     
          petitioner introduced no evidence (credible or otherwise)                   
          respecting the value of the assets transferred to it in the                 
          merger and thus failed to meet the threshold requirement of sec.            
          7491(a)(1).                                                                 
               10The weight of authority appears to hold that transferee              
          liability at law is not limited to the value of the assets                  
          received.  Bos Lines, Inc. v. Commissioner, 354 F.2d 830, 837               
          (8th Cir. 1965), affg. T.C. Memo. 1965-71; see also Saltzman, IRS           
          Practice and Procedure, par. 17.06[1] (2d ed. 1991) (Transferee             
          liability at law is full liability, regardless of the value of              
          the assets received, unless limited by statute or agreement);               
          Transferee Liability, 628 Tax Mgmt. A-19 (BNA 1988).                        
          Petitioner’s reliance on our decisions in Lesser v. Commissioner,           
          47 T.C. 564 (1967) and Napsky v. Commissioner, T.C. Memo. 1965-             
          284, affd. 371 F.2d 189 (7th Cir. 1966), for the proposition that           
          the liability of a transferee at law is limited to the value of             
          the property received from the transferor is misplaced because              
          both of those cases are distinguishable.                                    





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