V.R. DeAngelis M.D.P.C. & R.T. Domingo M.D.P.C., V. R. DeAngelis M.D.P.C., Tax Matters Partner, et al. - Page 39




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          that the APL election be made on their policies.  After the lapse           
          of the policies, much correspondence on the subject ensued                  
          between Drs. DeAngelis and Domingo and their lawyer, on the one             
          hand, and MetLife, Mr. Rapp, and/or Teplitzky & Co., among                  
          others, on the other hand, and Drs. DeAngelis and Domingo                   
          threatened to file a lawsuit as to the matter.  Drs. DeAngelis              
          and Domingo sought from MetLife the reinstatement of their and              
          Ms. Quinn’s single individual policies as reduced paid-up                   
          insurance retroactively to the original lapse date.                         
          X.  Reinstatement of Policies                                               
               A.  Overview                                                           
               On January 24, 2002, Marcia McDermott (Ms. McDermott), an              
          internal consultant for MetLife, asked MetLife to reinstate the             
          lapsed policies of Dr. DeAngelis and Ms. Quinn as paid-up                   
          insurance retroactively to the original lapse date, as if the               
          policies had never lapsed.  Previously, Ms. McDermott had made a            
          similar request as to the Dr. Domingo policy.  Because Dr.                  
          Durante did not ask Ms. McDermott to seek a similar reinstatement           
          of the Dr. Durante policy, Ms. McDermott did not ask MetLife to             
          reinstate the Dr. Durante policy.                                           
               B.  Dr. Domingo Policy                                                 
               STEP transferred ownership of the Dr. Domingo policy to Dr.            
          Domingo in or about November 2001.  Although the policy                     
          technically had no value, Dr. Domingo wanted the policy because             







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