Settlement Initiative Transactions Elected by Taxpayer

(For each box checked below, complete a separate Form 13750, Schedule A and attach it to your election)

10. Have you received a Statutory Notice of Deficiency

11. Has the TEFRA Partnership received a Notice of Final Partnership Administrative Adjustment

12. Do you have a Power of Attorney (If Yes, attach a copy to this election)

13. Have you filed an amended return(s) for any of the years in which you engaged in

 this transaction(s) (If Yes, attach a copy or copies to this election)

Department of the Treasury — Internal Revenue Service

Election to Participate in Announcement 2005-80

Settlement Initiative

You must provide all the information required under this Election by January 23, 2006 (or as otherwise

stipulated in subsequent requests from the Service for additional information) to be eligible for the settlement.

Section I Taxpayer Data

I elect to participate in the settlement initiative as described in Announcement 2005-80 and as contained in Internal

Revenue Bulletin 2005-46 dated November 14, 2005.

1. Taxpayer name(s) (Include name of spouse if joint return) 2. Taxpayer(s) Identification

 Number (EIN or SSN)

6. Are you currently under examination or in Appeals 7. Are/were you (or your spouse) a partner in a TEFRA partnership

 that was a party to the arrangement(s) identified in Section II

Yes

No (Please provide copies of all relevant tax

 returns with your election submission)

Yes (Please complete items 8a and 8b)

No

No

Yes No

No

Section II

Catalog No. 47521K www.irs.gov Form 13750 (10-2005)

Note

3. Address (Street, City, State, ZIP code) 4. Telephone number

( )

Yes (Complete items 9a & 9b and Section III)

8a. Name and address (Street, City, State, ZIP Code) of

 IRS contact for your current examination or Appeals

 matter (If applicable)

 9a. Name and address (Street, City, State, ZIP Code) of

 IRS contact for the TEFRA Partnership examination

 or Appeals matter (If applicable)

Notice 2002-21 (20% penalty)

Notice 2001-16 (20% penalty)

Notice 2003-55 (10% or 20% penalty)

Notice 2003-54 (10% penalty)

Notice 2003-81 (10% penalty)

Notice 99-59 (10% penalty)

Revenue Ruling 2004-98 (5% penalty)

Revenue Ruling 2004-20 & 2004-21 (5% penalty)

Notice 2004-8 (5% penalty)

Revenue Ruling 2004-4 (5% penalty)

Yes

Yes No

Notice 2003-77 (5% penalty)

Notice 2003-24 (5% penalty)

Revenue Ruling 2003-6 (5% penalty)

Revenue Ruling 2002-3 & 2002-80 (5% penalty)

Notice 2000-60 (5% penalty)

Revenue Ruling 2000-12 (5% penalty)

Notice 95-34 (5% penalty)

Treasury Regulation § 1.643(a)-8 (5% penalty)

Notice 2004-41 (5% penalty)

Notice 2004-7 (5% penalty

Management S Corporation ESOP Transactions (5% penalty)

Form 13750 OMB No. 1545-1970

(October 2005)

 5. FAX number

( )

8b. Telephone number of IRS contact

( )

 9b. Telephone number of IRS TEFRA contact

( )
2. I obtained a written tax opinion by an independent tax advisor (If box is checked, please complete a separate

 Form 13750, Schedule B for each issue to which the opinion applies and attach it to your election).

1. I filed a disclosure under Announcement 2002-2

 Under penalties of perjury, I declare that I have examined these statements, accompanying

 schedules, and attachments, and to the best of my knowledge and belief, they are true, correct,

 and complete.

Penalties

Taxpayer

Attestation

Instructions

Section IV

 Signature of Taxpayer Date

I may qualify for a 0% penalty under IRC § 6662 for the following reasons (Check all that apply)

Section III Ineligible Taxpayer Special Request for Inclusion

I am a promoter as outlined in Section 2, paragraph 1 of the Announcement

I am ineligible to participate in the Announcement 2005-80 settlement initiative because – (Check all that apply)

I am a person related to a promoter as outlined in Section 2, paragraph 2 of the Announcement

I am a TEFRA partner or promoter as outlined in Section 2, paragraph 3 of the Announcement

Despite my ineligibility, I request that the Service permit settlement under this initiative for the following reason(s)

Send your completed Form 13750 and all required •

attachments to:

• If you are under examination (or in Appeals) or if any

TEFRA partnership in which you are a partner is under

examination (or in Appeals), please send a copy of this

Election to the IRS examiner (or IRS Appeals Officer).

Privacy Act Statement

Page 2 of 4

 Signature of Taxpayer Date

Catalog No. 47521K www.irs.gov Form 13750 (10-2005)

The Privacy Act of 1974 says that when we ask you for information, we must first tell you our legal right to ask for the information, why we are asking for it, and how it will be

used. We must also tell you what could happen if you do not provide it and whether or not you must respond under the law.

This notice applies to tax returns and any papers filed with them. It also applies to any questions we need to ask you so we can complete, correct, or process your return;

figure your tax; and collect tax, interest, or penalties.

Our legal right to ask for information is found in Internal Revenue Code sections 6001, 6011, and 6012(a) and their regulations. They say that you must file a return or

statement with us for any tax you are liable for. Your response is mandatory under these sections.

Code section 6109 and its regulations say that you must show your social security number, employer identification number or individual taxpayer identification number on

what you file. Section 6109 also requires return preparers to provide their identifying numbers on the return. You must also fill in all parts of the tax form that apply to you. This

is so we know who you are and can process your return and papers.

We ask for tax return information to carry out the U.S. tax laws. We need it to figure and collect the right amount of tax. We may give the information to the Department of

Justice and to other federal agencies, as provided by law. We may also give it to cities, states, the District of Columbia, and U.S. commonwealths or possessions to carry out

their tax laws. And we may give it to certain foreign governments under tax treaties they have with the United States. We may also disclose this information to federal and

state agencies to enforce federal non-tax criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism.

If you do not file a return, do not give us the information we ask for, or provide fraudulent information, the law says that we may have to charge you penalties and, in certain

cases, subject you to criminal prosecution. We may also have to disallow the exemptions, exclusions, credits, deductions, or adjustments shown on your tax return. This could

make your tax higher or delay any refund. Interest may also be charged.

INTERNAL REVENUE SERVICE

Attn: Announcement 2005-80

MS1505

24000 Avila Road

Laguna Niguel, CA 92677

• For additional information, please refer to the IRS website

at www.irs.gov. A link to Announcement 2005-80 will be

displayed on the main page.
(If additional space is required, please include information on a separate attachment to this schedule)

2. Enter the applicable Tax Shelter Registration (or Material Advisor) number (if registered)

6. Are your tax matters with respect to this elected transaction currently in litigation

7. Has the Service informed you it has designated (or is considering designation

 of) your transaction for litigation

8. Are you currently a party to any bankruptcy proceeding

Schedule A

Transaction Costs paid to

(If additional space is required, please include information on a separate attachment to this schedule)

Details of Settlement Initiative Transactions Elected by Taxpayer

(A separate Schedule A must by submitted for each transaction checked in Section II of Form 13750)

Indicate the notice, ruling or other transaction description for the box checked in Section II to which this Schedule A applies

1. Please provide a detailed description of your particular transaction, including a description of the relevant tax benefits

 (Including, but not limited to income deferrals, deductions, credits, exclusions, and basis adjustments)

(If additional space is required, please include information on a separate attachment to this schedule)

3. Transaction details

4. Transaction costs (i.e. fees and other amounts paid to promoters, attorneys, accountants, appraisers, or others to plan and carry

 out the transaction)

5. Other parties to the transaction (including but not limited to the names of employees who are affected by an employer's transactions)

(If additional space is required, please include information on a separate attachment to this schedule)

Yes No

Yes No

Yes No

Page 3 of 4

Tax Years

Involved Name Business Address Relationship

Amount(s)

Paid

Catalog No. 47521K www.irs.gov Form 13750 (10-2005)

Tax Years

Involved

Type of Tax

(income, excise,

employment, etc.)

Amount of Tax

at Issue

Amount of Tax Benefits

Claimed on Tax Return

Line Item Where

Benefit Claimed

Date Tax

Return Filed

Party Name EIN/SSN Address Daytime Phone Number
11. Were the advisor's fees contingent upon the intended tax benefits

 (If No, please describe the fee arrangement in item 13)

12. To your knowledge, did the advisor issue similar tax opinions regarding the

 transaction to other taxpayers

1. Did you receive a written tax opinion. If Yes, include a copy with your election

 (Note: If you received a written opinion, failure to include a copy will disqualify you

 from consideration for relief under this section)

2. Did you receive the written tax opinion before filing the affected tax return(s)

3. Did you implement the transaction as described in the opinion. If No, complete item 4

4. Describe how you implemented the transaction differently from the description in the opinion received

5. Was an independent written appraisal obtained to support the written tax opinion

 (If Yes, include a copy with your election)

Taxpayer – Tax Advisor Relationship Matters

6. Was a tax advisor recommended by a promoter of the transaction

7. Who recommended the tax advisor

8. Did you have a retainer or other agreement with the tax advisor setting forth

 the terms of engagement. (If Yes, include a copy with your election.)

9. Who paid the advisor's fees

10. How much were the advisor's fees (by year)

Indicate the notice, ruling or other transaction description for the box checked in Section II to which this Schedule B applies

Tax Opinion Matters

Yes No

Yes No

Yes No

Yes No

Yes No

Yes No

I did

Yes No

Don't know Yes No

13. Additional information

Page 4 of 4

Paperwork Reduction Act Notice: We ask for the information on this form to carry out the internal revenue laws of the United States. We need it to

insure that taxpayers are complying with these laws and to allow us to figure and collect the right amount of tax.

You are required to give us the information if you are applying for a reward.

You are not required to provide the information requested on a form that is subject to the Paperwork Reduction Act unless the form displays

a valid OMB control number. Books or records relating to a form or its instructions must be retained as long as their contents may become material in

the administration of any internal revenue law. Generally, tax returns and return information are confidential, as required by Code section 6103.

The time needed to complete this form will vary depending on individual circumstances. The estimated average time is 300 minutes. If you have

comments concerning the accuracy of these time estimates or suggestions for making this form simpler, we would be happy to hear from you. You can

email us at *taxforms@irs.gov (please type "Forms Comment" on the subject line) or write to the Internal Revenue Service, Tax Forms Coordinating

Committee, SE:W:CAR:MP:T:T:SP, 1111 Constitution Ave. NW, IR-6406, Washington, DC 20224.

Schedule B

Details of Tax Advice

(A separate Schedule B must by submitted for each transaction checked in Section II of Form 13750, where a

written tax opinion for that transaction was obtained, as indicated in Section IV, Item 2 of Form 13750)

Catalog No. 47521K www.irs.gov Form 13750 (10-2005)

Another individual (Please provide individuals name)