Arlene Nussdorf, et al. - Page 17




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                    5.  The petitioner contends the explanatory lan-                  
               guage in paragraph eight[13] allows the Court in this                  
               proceeding to determine the pre-contribution cost basis                
               of a purchased Euro option in the hands of petitioner.                 
               They contend that the basis of the purchased Euro                      
               option before its contribution to the partnership is a                 
               nonpartnership item that must be determined in this                    
               partner-level proceeding and that such basis should be                 
               determined without considering the effect on the basis                 
               of the offsetting sold Euro option.  In effect, peti-                  
               tioner contends the offsetting options should not be                   
               integrated.                                                            
                    6.  Petitioner’s contentions are wrong.  The                      
               statutory notice of deficiency, including paragraph                    
               number eight, challenge[s] the so-called Son of Boss                   
               transaction that involve[s] purported contribution of                  
               an option spread to a partnership.  This contribution                  
               was an integral and vital part of the transaction.                     
               Petitioner used the contribution to inflate her basis                  
               in the partnership.  Petitioner then attached this                     
               inflated basis to the assets distributed to petitioner                 
               by the partnership.  See I.R.C. § 732(b).                              
                    7.  Section 6231(a)(3) provides that the term                     
               “partnership item” includes any item required to be                    
               taken into account for the partnership’s taxable year                  
               under Subtitle A to the extent provided by the regula-                 
               tions.  * * * the purported partnership here was re-                   
               quired under Subtitle A of the Code to determine the                   
               partners’ basis in the contributed options.  See I.R.C.                
               § 723 (partnership receives carryover basis from part-                 
               ner).  Treas. Reg. § 301.6231(a)(3)-1(c)(2)(iv) makes                  
               this carryover basis a partnership item under section                  
               6231(a)(3).  Section 6221 requires such partnership                    
               item to be determined in a partnership proceeding                      
               rather than in a deficiency proceeding.  * * * Contrary                
               to petitioner’s contention, the status of an item as a                 
               partnership item depends solely on whether the partner-                
               ship must determine the item under Subtitle A and                      
               whether the regulations make such an item a partnership                
               item, not on where the partnership has to look to find                 

               13Respondent indicates in respondent’s respective motions              
          that the determination set forth in paragraph 8 of the respective           
          notices of deficiency in question “is commonly referred to as the           
          integration argument”.                                                      





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