Estate of Burton W. Kanter, Deceased, Joshua S. Kanter, Executor, and Naomi R. Kanter, et al. - Page 56

                                                -141-                                                   
            in Allentown, Pennsylvania (the Allentown Hilton).  Clifford,                               
            Transcr. at 1667.                                                                           
                  In late 1981, GHM received from Prudential a management                               
            contract to operate the Gateway Hilton, and, in February 1982,                              
            GHM received a management contract to operate another Hilton-                               
            franchised hotel that Prudential owned at Midland, Texas (the                               
            Midland Hilton).71  Exh. 695.  Eulich believed Kanter assisted                              
            MHM and Essex Partnership in obtaining the management contract                              
            for the Gateway Hilton.  Eulich, Transcr. at 1634.  Eulich’s                                
            testimony on this point is revealing.  In short, Eulich                                     
            considered the Gateway Hilton management contract to fall within                            
            MHM’s portfolio of contracts (even though the contract                                      
            technically was awarded to Connolly/GHM) because MHM’s employees                            
            provided all the essential services required to manage the hotel.                           
                  g.  Essex Partnership                                                                 
                  Essex Hotel Management Co. (Essex Partnership) was formed on                          
            January 1, 1982, and apparently was intended to supplant Essex                              



                  71  Although Ostroff and Prudential ultimately awarded the                            
            Midland, Texas, hotel’s management contract to GHM, GHM and MHM                             
            had each submitted bids on the Midland hotel’s management                                   
            contract.  During this time, Prudential usually obtained bids                               
            from at least three hotel management companies for a particular                             
            hotel’s management contract.  Ballard and Lisle were aware                                  
            Connolly was awarded the Gateway Hilton management contract, and                            
            Lisle was aware Connolly was awarded the Midland Hilton                                     
            management contract.  Exh. 695; Ballard, Transcr. at 186-187;                               
            Ostroff Transcr. at 1371, 1374, 1377-1378.                                                  



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