MARK W. SENDA AND MICHELE SENDA - Page 3

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               At the end of 1996 or beginning of 1997 and in 1998,                   
          petitioner received approximately $5-6 million worth of MCI                 
          WorldCom stock (stock) after MCI WorldCom acquired two companies            
          where petitioner was successively employed.                                 
          The Mark W. Senda Family Limited Partnership                                
               Sometime in 1998, petitioner met with James R. Dankenbring             
          (Dankenbring), his attorney, to discuss in more detail the                  
          advantages of forming an FLP as a vehicle to hold investment                
          assets and to serve as a means of making gifts.  On or about                
          April 1, 1998, petitioners signed the Mark W. Senda Family                  
          Limited Partnership Agreement (SFLP I Agreement).  On June 3,               
          1998, the secretary of state of Missouri issued a certificate of            
          limited partnership for the Mark W. Senda Family Limited                    
          Partnership (SFLP I).  The partnership interests, as set forth in           
          the SFLP I Agreement, were initially held as follows:                       





















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