Wisconsin
Lawyer
Vol. 81, No. 9, September
2008
The Family Limited Partnership Deskbook:
Forming and Funding FLPs and Other Closely Held Business Entities, 2nd
Edition
By David T. Lewis & Andrea C. Chomakos (Chicago, IL: ABA Real
Property,
Probate & Trust Law Section, 2007). 328 pgs. w/CD-ROM. $169.95.
Order, www.ababooks.org.
Reviewed by Joshua J. Roever
This is a fantastic one-stop resource for estate planning and tax
attorneys looking
for answers, examples, and forms concerning a majority of questions
about family
limited partnerships (FLPs). The authors crisply explain complex tax
issues and business
entity issues, making this work accessible and understandable to
attorneys seeking to use
this sophisticated estate planning technique. This very user-friendly
work will be well
used on almost any desk. However, this resource is not appropriate for a
person with no
background in tax (especially partnership tax) or estate planning for
two reasons: 1)
The specificity and high degree of sophistication of FLPs preclude
applicability to
many attorneys, even some who practice estate planning; and 2) the
necessity for
background knowledge of tax law, including a fundamental knowledge of
partnership tax, will
impair the utility of this book for many attorneys.
The authors base their examples around two hypothetical couples
and stick with
them throughout the book. This is helpful to explain the changes in
clients' lives as
they occur. The examples also are fundamental to understanding the often
complex
and counterintuitive tax and capital allocations in the partnership tax
area. The
authors show how to calculate goal-oriented solutions throughout the
life of a partnership
to demonstrate how benefits (particularly asset valuation benefits) vary
in different
scenarios. In addition to the examples, the authors have included a huge
array of forms
and checklists that make this book extremely usable and provide the raw
materials to
help get you up and running in this area. The authors lay out exactly
what documents need
to be created, whether filings are owed, and when and in what order
documents must
flow throughout the various iterations of planning with an FLP.
The authors also do not ignore the critical importance of state
laws governing
formation and operation of the business entity, which many estate
planning-focused
works ignore when dealing with FLPs.
The book is organized in an intuitive manner. The crucial issue
of whether using
an FLP is a viable estate-planning tool is addressed first, before the
other topics
of treatment of the assets and their tax profiles, formation, and
operation are
considered. This prevents needless leafing back and forth in the book
for the information you
need to consider before the client even walks in the door.
I recommend this book for an attorney who focuses on estate
planning and has a
solid understanding of partnership tax. Be aware that the authors do not
artificially
simplify the complex tax issues; therefore, without a basic knowledge of
the tax issues,
some readers may be lost. For readers with this background, however,
this book is a
complete resource worthy of the "deskbook" claim.
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Books on Trial: Red Scare in the
Heartland
By Shirley A. Wiegand & Wayne A. Wiegand (Norman, OK: Univ. of
Oklahoma
Press, 2007). 286 pgs. $24.95. Order, (800) 627-7377.
Reviewed by Douglas E. Baker
"America's safety in this world crisis demands a thorough
cleaning out of the
destructive forces in our midst. If we persist in winking the legal eye
at something we know in
our hearts to be destructive and un-American, we shall later pay the
penalty, perhaps much
to our sorrow."
Although that might sound like a news bite from today's Fox
News, the statement
is actually from a Dec. 7, 1940, editorial in the weekly periodical
America. The editorial was directed at the controversy
surrounding a police raid, some four months earlier,
on the Progressive Book Store in Oklahoma City, and at the issue of
whether, or to
what extent, the government may penalize individuals on the basis of
intellectual acts alone.
That raid (and related ones on private residences) netted
several men and
women charged with violating Oklahoma's criminal syndicalism law and is
the subject of
Books on Trial, by Shirley Wiegand, Law Professor Emeritus at
Marquette University, and her
husband, Wayne Wiegand, Professor of Library and Information Studies and
of American
Studies at Florida State University.
The people arrested were specifically accused of criminal acts
for being members
of the Communist Party and for allegedly endangering the public weal by
recruiting
more members and advocating revolution. Although the raids were premised
on an
undercover agent's purchase of 13 pamphlets and two copies of the Daily
Worker, officials
carted away thousands of books and pamphlets. Besides the Communist
Party materials, the
haul also included 15 copies of the U.S. Constitution, Carl Sandburg's
biography of
Abraham Lincoln, The Grapes of Wrath, War and
Peace, The Collected Works of Jack
London, and numerous other books available at nearly any public
library.
The sheer bulk of materials seized made the trials problematic
and made it
possible for some observers to infer politically-inspired collaboration
- tacit if not explicit
- between the prosecution and the district court in a series of
highly-publicized
jury trials (all defendants were tried before the same judge by the same
prosecutors).
For example, the authors point out that in one trial the court admitted
into evidence
99 books, composed of 10,491 pages, with no showing of relevance and
without the judge
having read any of them. Similarly, the mountains of evidence and fast
convictions
strongly suggest the jury could not have seriously reviewed much, if
any, of the evidence.
Ultimately four defendants - Bob and Ina Wood, Alan Shaw, and Eli Jaffe
- were tried
and convicted. All four convictions were reversed by the state appellate
court a few
years later.
Any lawyer will quickly see the weakness of the cases, and it
soon becomes clear
that reversal of the convictions was all but inevitable. In fact the
book does such a good
job of pointing out those weaknesses that it becomes difficult to take
the underlying
message seriously. When defendants are convicted by patently thin
evidence on ludicrous
charges, it is tempting to dismiss the entire episode as a one-time
farce in times gone by.
But the authors point out that each defendant was sentenced to 10 years
in prison and
fined $5,000, that each spent considerable time in jail before making
bail and after
being convicted, and that each paid a considerable cost in terms of his
or her career and
personal life. Neither can one dismiss the amount of money (government
and private) and
time spent resolving the cases, arguably resulting in nothing more than
a return to the
status quo.
This book is well-researched, indexed, thickly-footnoted, and
clearly written.
The authors do an excellent job of describing the political context of
the era and of
drawing comparisons, sometimes indirectly, sometimes directly, with
contemporary America. If
the book has a drawback, it might lie in the sheer quantity of material
provided. So
much detail sometimes makes the book very densely written. Readers
interested in every
nuance of the case will appreciate the comprehensiveness, but anyone
expecting a broad
overview or a quick read might find the detail tedious.
In the epilogue, the authors suggest parallels to enforcement of
the
antiterrorism laws of the 21st century (many enacted, ironically, after
the 1995 federal
courthouse bombing in Oklahoma City). In the 18th century Thomas
Jefferson asked whether "we
[are] to have a censor whose imprimatur shall say what books may be
read, and what books we
may buy?" Books on Trial shows that this issue was still
alive in the 1930s. Many will
argue it is alive today.
Top of Page
The Law Firm Associate's Guide to Personal
Marketing and Selling Skills
By Catherine Alman MacDonagh & Beth Marie Cuzzone (Chicago, IL:
ABA Law
Practice Management Section, 2007). 144 pgs. $49.99. Trainer's
Manual, 64 pgs. $59.95. Order, (800) 285-2221.
Reviewed by Sarah J. Kons
The goal of this book (or books when the Trainer's Manual is
included) is to help
lawyers with the generally disliked and time-consuming task of
networking. Unfortunately,
the book fails to make the task either more enjoyable or more efficient.
The readers
who would likely get the most from this book are unemployed graduates
during that time
between commencement and their first job, the ones with an abundance of
time and no
real understanding of what it is like to practice law. The book offers
many theories on
what will help with networking (such as "always carry your business
cards"), but it fails
to tell readers anything other than what they should already know
through experience.
The book makes a decent attempt at making networking more
organized by
providing charts and questions (also on the CD-ROM provided with the
book), and these tools
likely would intrigue the type of people who alphabetize their DVD
collections. For the rest
of us average, hard-working attorneys, this book suggests methods that
provide more
work without much benefit.
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