-14-
$1,338,334. The assets consisted of cash of $37,172, accounts
receivable of $1,714, deposits of $411,353, prepayments of
$11,505, work in progress of $567,705, depreciable assets of
$7,829, and intangible assets of $401,056. The single liability
was the $1,338,334 nonrecourse note payable to ALSL.
As of December 31, 1996, ALD reported on its 1996 return
that it had no assets or liabilities. On its 1996 return, ALD
wrote off its intangible assets and reported a liquidation of its
other assets.
As of December 31, 1997, ALD reported on its 1997 return
that it had no assets or liabilities.
VII. ALD Note
The ALD note was a promissory note dated January 18, 1995,
and payable to ALSL (under the name Seasons of Sarasota Limited
Liability Co.) in the amount of “$2,750,000.00, or so much
thereof as may be advanced and outstanding pursuant to any
advances made by the Lender to the Partnership.” The ALD note
was drafted as a demand note without a fixed maturity date, and
it stated that it bore interest at a rate corresponding to the
applicable Federal rate. In connection with the ALD note, ALSL
transferred a total of $2,690,531.88 to ALD from January 31,
1995, through March 31, 1997. ALSL transferred these funds to
ALD and ALD made a repayment to ALSL as follows:
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