- 41 -
time by paying the balance of the full purchase price.
See Goldberg v. Commissioner, T.C. Memo. 1997-74; see
also Major Realty Corp. v. Commissioner, supra at 1487;
Grodt & McKay Realty, Inc. v. Commissioner, 77 T.C.
1221, 1237-1238 (1981); Musgrave v. Commissioner, T.C.
Memo. 2000-285; Berger v. Commissioner, T.C. Memo.
1996-76; Spyglass Partners v. Commissioner, T.C. Memo.
1995-452. When a buyer, by virtue of such incidents,
would be considered to have obtained equitable owner-
ship under State law, a sale will generally be deemed
completed for Federal tax purposes. * * *
As required by Keith v. Commissioner, supra, we shall
examine the law of the Commonwealth of Virginia (Virginia law)15
to determine whether as of August 1, 1993, or any time thereafter
during the years in question, the Caroline County farm contract
and the Virginia Beach contract conferred on Delaware Corporation
the benefits and burdens of ownership (i.e., equitable ownership)
of the Caroline County farm and the Virginia Beach property.
Under Virginia law, generally when a contract for the sale
and purchase of real property is executed, the equitable owner-
ship (i.e., the benefits and burdens of ownership) of the real
property is transferred from the seller to the buyer. See Lipps
v. First Am. Serv. Corp., 286 S.E.2d 215, 220 (Va. 1982); Sale v.
Swann, 120 S.E. 870, 873 (Va. 1924). Where a contract for the
sale and purchase of real property contains a condition prece-
dent, that condition must be satisfied before a party to such
contract may seek specific performance of such contract, see
15The Caroline County contract and the Virginia Beach con-
tract provided that Virginia law was to govern the interpretation
of those respective contracts.
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