Malcolm I. Lewin and Trina Lewin - Page 27

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          promotional reports of Ulanoff and Burstein and any discussions             
          he may have had with Miller or Dooskin.                                     
               2.  Miller                                                             
               Petitioner also contends that he reasonably relied on                  
          Miller.  When approached by petitioner with respect to the                  
          offering memorandum for SAB Resource and later as to the                    
          memorandum for SAB Foam, Miller was supportive of the investment.           
          With regard to the value of the recyclers, Miller was supportive            
          of the expert reports by Ulanoff and Burstein.  The memorandum              
          disclosed that Miller was a 9.1-percent shareholder of F&G, was             
          corporate counsel to PI, and represented Raymond Grant, the sole            
          shareholder of ECI.  The memorandum also noted that “Miller                 
          [would] receive substantial additional compensation for                     
          representing PI in connection with this transaction.”  Not                  
          surprisingly, Miller was supportive of SAB Foam.                            
               Nothing in the record suggests that Miller had any expertise           
          or knowledge with respect to plastics or plastics recycling, or             
          that petitioners believed he had any such knowledge or expertise.           
          There is also no showing that petitioner had any special or                 
          enduring friendship with Miller, despite petitioner’s contrary              
          argument.  Miller’s testimony indicates that during the time in             
          issue he had only a tenuous acquaintance with petitioner.  Miller           
          specifically stated that after petitioner ceased working for him,           
          10 years before the investment in issue, Miller saw petitioner              

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