Fwd: FW: Ben's 2012 Gift Tax Return

Hi Tom,

Happy new year! We haven’t spoken in a while and I hope that you have been well.

I just left you a voicemail regarding the audit of Ben's 2012 Gift Tax Return. Attached is a proposed response to Michael Shenker's most recent request for information. As you know, our reply is due by January 15th. Alan and I prepared the attached letter for your signature (that is, if you approve of it, of course). As you can see, the proposed reply is as brief as possible while still being responsive to Mr. Shenker's requests. Given the complex series of steps involved in the issuance of the $5.12 million note, Alan and I are pretty certain Shenker will have additional questions and ask for additional documents. I just wanted to be sure that you were familiar with all the background.

I am available this week (but out of the country all next week), should you wish to discuss or to have me make changes to the letter. In my absence, please speak with Alan.

Rich J. is getting Ben to sign the IRS power of attorney in favor of you and Alan. I assume you will need to send that with the attached letter, so I have referenced it therein. Please follow up with Rich to obtain the 2848.

Hi Tom,

Just checking in to see if you would like any changes to the audit response letter (as a reminder I am out next week). Also, would you kindly add Ben as a "cc" to the letter. I would be grateful if you would also send me a copy of the final letter, with attachments for our files.

Do you now have the Form 2848?

Best regards,

Ada Clapp

Ada,

I think the response is fine as is. Will include cc to Ben on letter.

Rich is sending POA today...just got his email.

I will forward complete copy to you for your file.

Thank you!

Ada,

Attached is copy of complete response — the original is being mailed today via certified mail.

The password to the pdf is my office zip code.

Hi Tom,

Hope you are well. Any response from the auditor?

Ada,

I have not heard from the agent.

I will follow up tomorrow.

Tom

I agree...I normally let them get back to me. If we had not responded, he most likely would have contacted me.

Sent from my Verizon Wireless 4G LTE DROID

FYI

Michael Shenker called Alan today in connection with the IRS's audit of Ben's gift tax return. Michael wanted Alan to confirm for him that he understood the facts surrounding the Note and the gift. After Alan did so, Michael indicated that he wanted to think about it further but was inclined toward a "no change" determination.

Alan will keep us posted if he hears anything further. We would appreciate it if you would do the same.

Thanks!

Ada Clapp

Chief Legal Officer

Elysium Management LLC
445 Park Avenue
Suite 1401
New York, New York 10022

Tweedle dum and dee still in loop