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APPENDIX B
Computation of Winn’s Share of Countryside LP (Countryside) Liabilities
and Winn’s Basis in His Countryside Interest Immediately Before the 12/26/00 Distribution
I. Computation of Winn’s share of Countryside liabilities and Winn’s basis in his Countryside interest as of 1/1/00
A. As of 1/1/00, Winn’s share of Countryside liabilities was $14,892,855. See (1) below.
B. As of 1/1/00, Winn’s basis in his Countryside interest was $12,879,151. See (2) below.
Basis at end
Year Basis at startof period Contributions/(distributions)of money during period Taxable income/(loss)for period1 Increase/(decrease) in share
of liabilities for period of period
1993 -0- $742 ($34,939) $13,044,133 $13,009,936
1994 $13,009,936 -0- (427,037) 2,956,835 15,539,734
1995 15,539,734 -0- (366,595) 27,937 15,201,076
1996 15,201,076 -0- (156,275) (326,417) 14,718,384
1997 14,718,384 (122,509) (234,813) (70,092) 14,290,970
1998 14,290,970 (37,500) (32,357) (231,673) 13,989,440
1999 13,989,440 (111,469) (490,952) (507,868) 12,879,151 (2)
Total 14,892,855 (1)
1 For 1993 through 2000, there was no partnership tax-exempt income and no nondeductible partnership expenditures as
described in sec. 705(a)(1)(B) and (2)(B).
II. Events from 1/1/00 until immediately before the 12/26/00 distribution affecting Winn’s share of Countryside
liabilities and Winn’s basis in his Countryside interest
A. Winn’s share of Countryside liabilities immediately before the 12/26/00 distribution
$14,892,855 Winn’s share of liabilities as of 1/1/00
(1,003,562) Decrease in share of liabilities attributable to transfer of a 5-percent interest. See (1)
below. 5,916,600 Winn’s share of the Countryside-CB&T $8,550,000 liability. See (2) below.
2,336,843 Winn’s share of MP’s $3,445,506 of liabilities. See (3) below.
22,142,736 Winn’s share of Countryside liabilities immediately before the 12/26/00 distribution
(1) On 6/29/00, Winn transferred a 5-percent interest in Countryside to Countryside
partner Curtis. This transfer decreased Winn’s percentage interest
in Countryside from 74.2 percent to 69.2 percent. The transfer resulted in a
$1,003,562 decrease in Winn’s share of Countryside liabilities, computed as Winn’s
$14,892,855 share of Countryside liabilities as of Jan. 1, 2000, multiplied by 5/74.2.
(2) In October 2000, Countryside borrowed $8,550,000 from Columbus Bank & Trust Co. (CB&T).
Winn’s 69.2-percent share of this liability was $5,916,600.
(3) In October 2000, Manchester Promisee L.L.C. (MP) borrowed $3,400,000 from CB&T. In addition,
on 12/26/00, MP had accrued $45,506 of unpaid interest expense. Immediately before
the 12/26/00 distribution, Countryside owned 99 percent of CLP Promisee L.L.C. (CLPP)
which, in turn, owned 99 percent of MP. Therefore, Countryside’s share of MP’s
liabilities was $3,376,940. Winn’s share of Countryside’s share of this liability
was $2,336,843, computed as $3,445,506 x 99% x 99% x 69.2%.
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Last modified: March 27, 2008