Legal Opinion

Berry Petroleum Co. v. Commissioner

United States Tax Court

Decided May 22, 1995No. Docket No. 28578-91Published

A1 owned both A2, a wholly owned subsidiary in the oil and gas business, and 80 percent of the stock of N, another corporation in the oil and gas business. P1, also in the oil and gas business, wished to acquire N. As a first step in the acquisition, P1 offered to buy A1's N stock for $ 5 million.

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A1 owned both A2, a wholly owned subsidiary in the oil and gas business, and 80 percent of the stock of N, another corporation in the oil and gas business. P1, also in the oil and gas business, wished to acquire N. As a first step in the acquisition, P1 offered to buy A1's N stock for $ 5 million. At A1's request, so that A1 would not be required, under the Securities Exchange Act of 1934, ch. 404, sec. 16(b), 48 Stat. 881, 896 (current version at 15 U.S.C. sec. 78p(b) (1988)), to disgorge its short-swing profits from sale of its N stock, P1 paid $ 3.8 million for A1's N stock and an…

1Opinion of the Court

BERRY PETROLEUM COMPANY AND SUBSIDIARIES, Petitioner v. COMMISSIONER OF INTERNAL REVENUE, Respondent

Berry Petroleum Co. v. Commissioner

Docket No. 28578-91

United States Tax Court

104 T.C. 584; 1995 U.S. Tax Ct. LEXIS 30; 104 T.C. No. 30;

May 22, 1995, Filed

Decision will be entered under Rule 155.

A1 owned both A2, a wholly owned subsidiary in the oil and gas business, and 80 percent of the stock of N, another corporation in the oil and gas business. P1, also in the oil and gas business, wished to acquire N. As a first step in the acquisition, P1 offered to buy A1's N stock for $ 5 million. At…

2Cases cited96 opinions

  1. United States v. American Trucking AssociationsSupreme Court of the United States · 1940
  2. Commissioner v. Court Holding Co.Supreme Court of the United States · 1945
  3. Indopco, Inc. v. CommissionerSupreme Court of the United States · 1992
  4. Aronson v. LewisSupreme Court of Delaware · 1984
  5. Frank Lyon Co. v. United StatesSupreme Court of the United States · 1978

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