-25-
the Partnership, however, would have a significant asset base
from which to recover from the Partnership, over $2 million.
Finally, the estate argues that the Partnership facilitated Mrs.
Erickson’s gift-giving plan. Facilitating a gift-giving plan is
not a significant nontax purpose. See Estate of Rosen v.
Commissioner, supra. We find none of the estate’s asserted
nontax purposes for forming the Partnership compelling.
Moreover, the facts and circumstances surrounding the
transaction also fail to show any nontax purpose for the
Partnership. The Partnership was mainly a collection of passive
assets, primarily marketable securities and rental properties
that remained in the same state as when they were contributed.
In addition, the same investment advisers and property managers
managed the assets both before and after the transfers to the
Partnership. The estate highlights the slight shift in the
Partnership’s investment allocation from bonds to real estate as
proof that the partners made deliberate, businesslike investment
decisions. We cannot discern, however, any business goals or any
particular reasons for the Partnership to invest in certain
assets. We note also that the Partnership made loans to family
members and, indeed, in at least one instance, even lowered an
interest rate that a partner had previously agreed to pay. We
find that the Partnership was a mere collection of mostly passive
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