Eric B. Benson, et al. - Page 8

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               Energy Research & Generation, Inc. (ERG) is a corporation              
          incorporated by Glendon, his wife, Janet Benson, and Burton in              
          California on January 5, 1967.  During the years at issue, ERG              
          utilized the accrual method of accounting for tax purposes.                 
               ERG is the only company in the world that manufactures                 
          various forms of foam metal and foam metal baffles.7  Duane Walz            
          and Glendon invented the process known as foam metal which                  
          Glendon then developed into a product.  However, Walz was given             
          sole credit as the inventor in the patent, and on March 23, 1976,           
          he assigned his patent rights to ERG.                                       
               On each of the tax returns filed by ERG for 1988 through               
          1994, Burton is listed on Schedule E, Compensation of Officers,             
          as owning 100 percent of the common stock of ERG.  Throughout the           
          years 1988 through 1994, Burton was a director of ERG.                      
          Throughout the years 1988 through 1994, ERG maintained a money              
          market account with Merrill Lynch Pierce, Fenner & Smith, Inc.,             
          account No. 280-07888-2 (ERG’s bank account).                               
               New Process Industries, Inc. (NPI) was originally                      
          incorporated in Minnesota in 1922 by Burton and Glendon’s father            
          under the name New Process Laundries, Inc.  On January 6, 1967,             
          the name was changed to NPI.  During the years at issue, NPI                



               7Foam metal baffles are used in the U.S. Navy’s fleet of               
          ballistic missiles.                                                         





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