Robert S. Cohen and Margery Cohen - Page 32

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          [Rather,] I told [my clients] precisely what I had done to                  
          investigate or analyze the transaction.  I didn’t just say I did            
          due diligence, and leave it open for them to define what I might            
          or might not have done.”11                                                  
               The purported value of the recyclers generated the                     
          deductions and credits in this case, and that circumstance was              
          clearly reflected in the memorandum.  Certainly Becker recognized           
          the nature of the tax benefits and, given his education and                 
          experience, petitioner should have recognized it as well.  Yet              
          neither petitioner nor Becker verified the purported value of the           
          recyclers.  Becker confirmed in his testimony incorporated in               
          this record by stipulation that he relied on PI for the value of            
          the recyclers.  Investors as sophisticated as petitioner either             
          learned or should have learned the source and shortcomings of               
          Becker’s valuation information when he reported to them and                 
          “precisely” disclosed “what [he] had done to investigate or                 
          analyze the transaction.”  Accordingly, we hold that petitioners            
          did not in good faith or reasonably rely on Becker as an expert             
          or qualified professional working in the area of his expertise to           

               11  We note that petitioner testified: “I remember we talked           
          about the valuations that were obtained and I remember him                  
          telling me in words or in substance that I could rely on those              
          valuations.”  We consider petitioner’s testimony inconsistent               
          with Becker’s testimony, and as to this matter we consider                  
          Becker’s testimony reliable and petitioner’s alleged recollection           
          unreliable.  See supra note 10 to the effect that this problem              
          was known to petitioner and his counsel, who chose not to call              
          upon Becker for clarifying testimony.                                       





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