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supra, and the present matter. In the former situation, there is
at least the potential that intangibles stemming from a pooling
for joint enterprise might support a ruling of adequate and full
consideration. We also note that section 25.2512-8, Gift Tax
Regs., specifies that transfers “made in the ordinary course of
business (a transaction which is bona fide, at arm’s length, and
free from any donative intent), will be considered as made for an
adequate and full consideration in money or money’s worth.”
We therefore hold that where a transaction involves only the
genre of value “recycling” described above and does not appear to
be motivated primarily by legitimate business concerns, no
transfer for consideration within the meaning of section 2036(a)
has taken place. Hence, the exception provided in that statute
is inapplicable. Furthermore, although section 2043 can entitle
taxpayers to an offset for partial consideration in cases where a
transfer is otherwise subject to section 2036, this section, too,
is inapplicable where, as here, there has been only a recycling
of value and not a transfer for consideration.
E. Conclusion
We conclude that the property contributed by decedent to
HFLP is included in his gross estate pursuant to section 2036(a).
We further note that, given the foregoing conclusion, we need not
reach respondent’s additional argument for includability, which
argument is premised on disregard of the partnership for lack of
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