Edward L. Walter and Jamie K. Walter - Page 15

                                        -15-                                          
          stock through an exercise of his options and directed Primus to             
          issue the stock to him by placing the stock in his Piper Jaffray            
          account.  Petitioner also directed Piper Jaffray to hold the                
          stock and to purchase the stock on margin to generate any funds             
          necessary to pay for the purchase.  The fact that the notice did            
          not state specifically that Primus was also instructed to forward           
          to Primus any withholding obligation connected to the exercise of           
          the options does not necessarily mean that Primus as of that date           
          was not obligated to do so.  Given petitioner’s instructions to             
          Piper Jaffray and his PJ account agreement with Piper Jaffray,              
          Piper Jaffray was required to pay promptly to Primus all costs              
          related to petitioner’s exercise of his options in purchase of              
          the Primus stock, and such costs would have included the prompt             
          depositing of the withholding taxes if and when required.  In               
          this regard, section 7.5(iii) of the 1995 Plan did not require              
          that the option exercise price or any withholding obligation be             
          tendered with the exercise notice in order to make the notice               
          effective; it simply stated that the optionee must instruct the             
          brokerage firm to deliver the option exercise price and any                 
          withholding tax obligations “promptly”.  Nor do the stock option            
          letters require that petitioner actually pay the withholding tax,           
          just that he “make such arrangements as the Company may require             
          for the satisfaction” of any withholding obligations connected to           
          the exercise.                                                               






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