Lawrence G. Williams - Page 9

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          individual partner who filed for bankruptcy.  At issue in Gulley            
          was whether a partnership loss incurred during the year in which            
          the individual partner filed for bankruptcy flowed through to the           
          partner or his bankruptcy estate.  We held that the bankruptcy              
          petition did not cause the partnership taxable year to close and            
          that the prepetition losses flowed through to the bankruptcy                
          estate, not the individual partner.                                         
               Our rationale in Gulley applies to these cases.  Although              
          there are distinctions between partnerships and S corporations,             
          none mandate a different result here from our opinion in Gulley.            
          Both S corporations and partnerships determine income or loss as            
          of the last day of the entity’s tax year.  See secs. 706(a),                
          1366(a).  The transfer of shares of an S corporation or a                   
          partnership interest to an individual bankruptcy estate when the            
          debtor files for bankruptcy does not trigger tax consequences               
          under section 1398(f)(1) and therefore does not require                     
          calculating items of income or loss as between the individual               
          debtor and the estate.                                                      
               In Gulley and in these cases, the bankruptcy estate held the           
          entire interest in each respective entity as of the entity’s tax            
          yearend.  Neither the transfer by the taxpayer in Gulley, nor the           
          transfer by petitioner, to his respective bankruptcy estate is a            
          taxable disposition under section 1398(f)(1).  See also Smith v.            
          Commissioner, T.C. Memo. 1995-406.  Accordingly, as in Gulley,              
          the bankruptcy estate, not petitioner, is entitled to the income            
          or loss of the S corporations.                                              







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