                  T.C. Memo. 2009-216



                UNITED STATES TAX COURT



            RALPH D. YEOMANS, Petitioner v.
     COMMISSIONER OF INTERNAL REVENUE, Respondent



Docket No. 14635-07.              Filed September 17, 2009.



     P was liable for a Federal income tax deficiency for
his 1982 tax year and paid that deficiency on Mar. 13, 2007.
He requested an abatement of all interest that accrued on
the deficiency from Apr. 15, 1983, to Dec. 1, 2006. R
determined that P was not entitled to interest abatement. R
now concedes that P is entitled to interest abatement for
the period from Apr. 13, 2005, to Mar. 13, 2007.

     Held: R’s determination that P was not entitled to
interest abatement for the period before Apr. 13, 2005, was
not an abuse of discretion.



Ralph D. Yeomans, pro se.

Michael W. Tan, for respondent.
                                 - 2 -

              MEMORANDUM FINDINGS OF FACT AND OPINION


     WHERRY, Judge:     Respondent determined a Federal income tax

deficiency for petitioner’s 1982 tax year.    Petitioner paid the

deficiency on March 13, 2007, along with interest that had

accrued on the deficiency since April 15, 1983.    In 2006

petitioner requested that respondent abate the interest that had

accrued from April 15, 1983, to December 1, 2006.    Respondent

denied the request but now concedes that petitioner is entitled

to abatement for the period from April 13, 2005, to March 13,

2007.1   The issue for decision is whether it was an abuse of

discretion for respondent to refuse to abate the interest that

had accrued on petitioner’s deficiency before April 13, 2005.     We

hold that it was not.

                           FINDINGS OF FACT

     Some of the facts have been stipulated, and the stipulated

facts and accompanying exhibits are hereby incorporated by this



     1
      On Apr. 13, 2005, respondent received from petitioner a
timely request for a collection due process hearing with respect
to petitioner’s 1978 and 1981 tax years. Respondent received
another such request with respect to petitioner’s 1982 tax year
on July 15, 2005. Respondent concedes that the revenue officer
assigned to petitioner’s case made an erroneous entry pertaining
to the hearing requests in petitioner’s case history and that as
a result petitioner’s case was not forwarded to respondent’s
Appeals Office for a collection due process hearing. Respondent
further concedes that the failure to forward the case was an
error in performing a ministerial act for purposes of sec.
6404(e). All section references are to the Internal Revenue Code
of 1986, as amended and in effect for the year at issue.
                                - 3 -

reference into our findings.   Petitioner resided in California

when he filed his petition.

     In 1977 petitioner invested $25,000 in Lyric Leasing

Associates (Lyric Leasing), one of many partnerships syndicated

by Klineman Associates, Inc. (KAI).     Like other KAI partnerships,

Lyric Leasing reported losses in its early years and phantom

income in its later years.    As a partner, petitioner reported his

distributive share of Lyric Leasing’s losses and income on his

personal Forms 1040, U.S. Individual Income Tax Return.

     In or around 1980 respondent grew suspicious of the losses

and began auditing KAI partnerships, including Lyric Leasing.

Respondent was particularly concerned with, and sought to

disallow, the losses Lyric Leasing reported in 1977, 1978, 1980,

1981, and 1982, shares of which petitioner claimed on his own

returns for at least 4 of those years.     Petitioner agreed to

extend the period of limitations during which respondent could

assess tax against him for those years.

     Kent M. Klineman, Lyric Leasing’s general partner, advised

petitioner by letter dated May 30, 1984, that if respondent

disallowed those losses he could be eligible for a refund of the

taxes he paid on Lyric Leasing’s phantom income in subsequent

years.   Mr. Klineman suggested that petitioner file protective

claims for refund in case respondent’s audit continued beyond the

deadline for filing refund claims.      Petitioner, however, does not
                               - 4 -

appear to have filed any of the suggested protective refund

claims.

     In 1983 Mr. Klineman informed petitioner that the audits of

KAI partnerships syndicated before 1976 would be resolved by a

test case in the Tax Court involving Wyatt Leasing Associates and

investors named Pearlstein, Pearlstein v. Commissioner, docket

Nos. 5551-81 and 5552-81.   The audits of KAI partnerships

syndicated after 1975, including Lyric Leasing, would be held in

abeyance pending the resolution of Pearlstein.

     In 1988, while Pearlstein was still pending, respondent’s

Appeals Office submitted a settlement offer to petitioner.

Petitioner did not respond to the offer.

     On November 16, 1989, the Tax Court issued an opinion in

Pearlstein v. Commissioner, T.C. Memo. 1989-621.     Mr. Klineman

then informed petitioner that a Tax Court case called Thornock v.

Commissioner, docket No. 29123-86, would resolve the audits of

KAI partnerships syndicated after 1975, including Lyric Leasing.

     On March 19, 1990, the Tax Court ruled against the taxpayer

in Thornock v. Commissioner, 94 T.C. 439 (1990).     Soon thereafter

respondent issued statutory notices of deficiency for

petitioner’s 1977, 1978, 1981, and 1982 tax years.    Petitioner’s

attorney, Stephen D. Gardner, on July 12, 1980, timely petitioned

the Tax Court on behalf of petitioner with respect to those years

(docket No. 15665-90).
                               - 5 -

     On August 9, 1991, respondent submitted a revised settlement

offer to petitioner’s attorney.   With respect to phantom income

the offer provided that “Eighty-five percent (85%) of phantom

income which was included in the taxpayer’s gross income as

ordinary income and which does not represent actual cash or

property received by the taxpayer may be eliminated from gross

income in the taxable year reported.”   In an October 14, 1991,

letter petitioner informed Mr. Gardner that he would accept the

offer if respondent agreed to several additional conditions.

     Respondent later sent Mr. Gardner a proposed Form 906,

Closing Agreement On Final Determination Covering Specific

Matters, which Mr. Gardner forwarded to petitioner on August 26,

1992.   On the issue of phantom income the closing agreement

provided as follows:

     (9) That any income in excess of the 15% of the
     phantom income required to be included in the
     taxpayers’ gross income with respect to the partnership
     which was included in the taxpayers’ gross income as
     ordinary income and which does not represent actual
     cash or property received by the taxpayers (i.e.,
     phantom income) may be eliminated in the taxable year
     reported, if the statute of limitations remains open,
     or will be treated as a deduction from ordinary income
     in the latest taxable year, prior to the signing of
     this agreement, for which a Federal income tax return
     has not been filed, determined as of the date the
     taxpayer(s) herein sign this closing agreement.

Petitioner did not immediately take action with respect to the

closing agreement.
                              - 6 -

     On November 12, 1992, Mr. Klineman notified petitioner that

Thornock v. Commissioner, supra, had not been appealed because of

“personal considerations relating exclusively to Mr. Thornock”

but that the U.S. Courts of Appeals for the Second and Sixth

Circuits were split on the issue decided in that case.   See

Waters v. Commissioner, 978 F.2d 1310 (2d Cir. 1992), affg. T.C.

Memo. 1991-462; Emershaw v. Commissioner, 949 F.2d 841 (6th Cir.

1991), affg. T.C. Memo. 1990-246.   Mr. Klineman indicated that he

had rejected respondent’s partnership-level settlement offer for

KAI partnerships syndicated after 1975 and that respondent had

subsequently begun to make settlement offers to individual

partners.

     On February 16, 1993, Mr. Gardner’s office warned petitioner

that respondent would consider him to have “reconsidered” and

“rejected the settlement” offer made in August 1991 if he did not

execute and submit respondent’s proposed closing agreement.    Mr.

Gardner’s office also informed petitioner that “In order to

comply with the Government’s deadline, we must receive proper

authorization [to execute the closing agreement and other

documents on petitioner’s behalf] by April 1, 1993.”

     In an April 8, 1993, letter petitioner authorized Mr.

Gardner to execute the necessary documents on his behalf and

included deficiency calculations to support his settlement
                                 - 7 -

position.   The letter also indicated that the final resolution of

his case should provide that

     eighty-five percent (85%) of phantom income which was
     included in the taxpayer’s gross income as ordinary
     income and which does not represent actual cash or
     property received by the taxpayer may be eliminated
     from gross income in the taxable year reported. Any
     excess will be carried over as a deduction in the next
     year, and any other subsequent year, if necessary.

Mr. Gardner’s office informed petitioner in an October 4, 1993,

letter as follows:    “You are deemed to have rejected the Thornock

offer (cash + 15%).   In addition, your ‘authorization’ to settle,

aside from being a week late, contained deficiency numbers far

different from those provided by District Counsel.”

     Over 4 years later, in a January 23, 1998, letter, Mr.

Gardner’s office informed petitioner that the Tax Court had ruled

against the taxpayer in Whitmire v. Commissioner, 109 T.C. 266

(1997), affd. 178 F.3d 1050 (9th Cir. 1999).   Mr. Gardner and

respondent had agreed that Whitmire would resolve one of the

issues involved in petitioner’s case.    The letter advised that,

in light of Whitmire, petitioner’s chances for a successful

outcome were increasingly dim:

     Ultimately, the decision as to whether or not to settle
     is your own. Obviously, you have the right not to
     accept a settlement at this time, instead pinning your
     hopes on a successful appeal in Whitmire. The odds of
     a successful appeal given the current case law,
     however, are not encouraging.

     On May 6, 1998, Mr. Gardner’s office forwarded petitioner

another proposed closing agreement from respondent.   Sometime in
                               - 8 -

1999 respondent informed Mr. Gardner that petitioner’s signed

decision documents and closing agreements had not been received.

Respondent further advised that, if petitioner did not sign and

return these documents to settle the case in time for them to be

received by respondent within 60 days, respondent would ask the

Court to dispose of it in accordance with Whitmire v.

Commissioner, supra, and Thornock v. Commissioner, 94 T.C. 439

(1990).   Respondent warned that if the Court disposed of

petitioner’s case in that manner, he might not be entitled to

eliminate any phantom income attributable to Lyric Leasing.    Mr.

Gardner’s office relayed respondent’s warning to petitioner in a

letter petitioner received--according to his hand-written note--

on June 17, 1999.

     On February 23, 2000, petitioner executed respondent’s

proposed closing agreement.   Under the closing agreement some of

the losses petitioner claimed in his 1977, 1978, 1981, and 1982

tax years were disallowed but petitioner was allowed to eliminate

phantom income “in the taxable year reported, if the statute of

limitations remains open” or to deduct it “from ordinary income

in the latest taxable year, prior to the signing of this

agreement, for which a Federal income tax return has not been

filed”.   On March 29, 2000, the Tax Court entered a stipulated

decision in petitioner’s original Tax Court case (docket No.

15665-90).
                                - 9 -

     Despite the terms of the closing agreement petitioner did

not claim any of the phantom income as a deduction on his 1999

Federal income tax return as the closing agreement permitted him

to do.   Instead, on or around September 13, 2000, petitioner

engaged a certified public accountant, Heinz Hercher, to prepare

amended returns for his 1977 through 1988 tax years.

     In a September 13, 2000, engagement letter Mr. Hercher

advised petitioner that “the work you are asking me to do may not

be the appropriate procedure to follow” and that “I can give no

assurances that any of the amended returns to be prepared will be

accepted as I have serious questions about the statute of

limitations on these years.”   In addition Mr. Hercher observed as

follows:    “The files contain a Protective Claim filed on a form

1040-X in August 1984.   The Protective claim is for items related

to Lyric Leasing.   I do not know if this claim was actually

filed, nor if filed, was done properly in order to extend the

statute.”   On October 11, 2000, petitioner sent respondent the

amended returns that Mr. Hercher prepared for tax years 1977

through 1988.

     In a December 22, 2000, letter respondent notified

petitioner in regard to the closing agreement that “you are

entitled to a deduction of $0 on your 1999, return.”   Respondent

indicated that the “Gain reported in barred statute years” was

zero for 1979, 1980, 1983, 1984, 1985, and 1986.   The letter also
                              - 10 -

stated the following:   “If you disagree with the amount of the

deduction as determined by us and you wish to have it corrected,

please send in copies of original returns, amended returns and

related K-1s within 10 days from the date of this letter.”     There

is no indication that petitioner responded to the December 22,

2000, letter.

     In a February 5, 2001, letter respondent informed petitioner

that his amended returns for tax years 1978 through 1988 could

not be processed.   Respondent explained that (1) tax years 1978,

1981, and 1982 had been decided by the Tax Court; (2) before the

amended tax returns were filed “the statute of limitations for

refund (IRC 6511)” had expired for 1979, 1984, and 1988; (3) “the

statute of limitations for assessment” had expired for 1985 and

1987; and (4) petitioner had not requested tax adjustments for

1980, 1983, and 1986.

     Petitioner responded on February 12, 2001.   He asserted that

“As the case was being decided in the courts between Lyric

Leasing Associated * * * and the Internal Revenue Service for

over 20 years, the statute of limitations for all the years from

1977 through 1988 remained open.”   He further stated:

     On October 11, 2000 we sent a copy of the Closing
     Agreement and all amended returns for the years 1977
     through 1988 which we signed on February 23, 2000 with
     the understanding that the statute of limitations would
     remain open for the above years, otherwise we would
     have contested the agreement without signing it.
                              - 11 -

Respondent replied with a March 13, 2001, letter reiterating

respondent’s position on the tax years in question and indicating

that, pursuant to the closing agreement, any phantom income

should have been treated as a deduction “in the latest taxable

year prior to signing the agreement which had not yet been filed

at the time of the agreement (probably your 1999 tax return).”

     On August 15, 2000, respondent sent petitioner notices of

balance due for tax years 1978, 1981, and 1982.    On September 4,

2000, respondent sent petitioner a letter indicating that he was

due a refund of $766.97 for 1977.    Respondent sent petitioner

subsequent bills for his 1978, 1981, and 1982 tax liabilities on

October 30, 2000, February 26, 2001, August 4, 2003, and

August 9, 2004.

     On April 23, 2005, respondent referred the matter to a

revenue officer to collect the outstanding tax liabilities for

1978, 1981, and 1982.   Petitioner eventually paid the outstanding

tax liabilities on March 13, 2007.

     On or around August 1, 2006, before paying the liabilities,

petitioner requested that respondent abate the interest that had

accrued on his 1982 deficiency from April 15, 1983, to December

1, 2006.   Respondent rejected that request on December 15, 2006.

On February 1, 2007, respondent issued a final determination

denying petitioner’s request for interest abatement with respect

to his 1982 tax year.   Respondent explained that abatement was
                              - 12 -

not warranted because “There was no error or delay relating to

the performance of a ministerial act by an employee of the

Internal Revenue Service.”

     Petitioner, on July 23, 2007, filed a timely petition with

the Tax Court with respect to respondent’s February 1, 2007,

determination letter.   In the petition, petitioner states:

     I would like the IRS to honor the agreement/contract
     that they entered into with my wife and I. This
     contract has not been fully executed as the IRS has
     taken their share plus interest without consideration.
     A contract is not valid unless both sides give up
     something. My wife and I are the only side that has
     given up anything. We were not allowed to have the
     taxes paid returned on the phantom income for the years
     of 1981-1988 plus accrued interest, therefore the
     contract has never been fully executed and this matter
     has been going on for 25 years. The interest accrued
     that the IRS took from us is very nearly the same
     amount that I stand to recover if I am allowed my
     consideration offered by the IRS in the agreement. By
     doing so, the contract will have honored and this
     matter will be finished.

                              OPINION

     Interest on a Federal income tax deficiency generally

accrues at the rate specified by section 6621 from the last date

prescribed for payment until the date on which the tax is paid.

Sec. 6601(a).   Under section 6404(e)(1) the Secretary may abate

all or any part of that interest to the extent it accrued because

of “any error or delay by an officer or employee of the Internal

Revenue Service (acting in his official capacity) in performing a
                               - 13 -

ministerial act”.2    An error or delay will be taken into account

only if no significant aspect of it is attributable to the

taxpayer involved and it occurs after the Internal Revenue

Service (IRS) has contacted the taxpayer, in writing, with

respect to the deficiency or payment of tax on which the interest

is accruing.   Sec. 6404(e)(1); sec. 301.6404-2T(a)(2), Temporary

Proced. & Admin. Regs., 52 Fed. Reg. 30163 (Aug. 13, 1987).

     Even when there is an error or delay with respect to a

ministerial act, the Secretary has discretion to decide whether

to abate interest.    Sec. 6404(e); see Grandelli v. Commissioner,

T.C. Memo. 2008-55.    We have jurisdiction under what is now

designated section 6404(h) to determine whether the Secretary’s



     2
      Sec. 6404(e)(1) applies to interest accruing with respect
to deficiencies or payments for tax years beginning after Dec.
31, 1978. Tax Reform Act of 1986, Pub. L. 99-514, sec. 1563(b),
100 Stat. 2762; see Coco v. Commissioner, T.C. Memo. 2001-80. In
1996 Congress amended sec. 6404(e)(1) to refer to “unreasonable”
errors or delays and “ministerial or managerial” acts. Taxpayer
Bill of Rights 2 (TBOR 2), Pub. L. 104-168, sec. 301(a), 110
Stat. 1457 (1996); see Hinck v. United States, 550 U.S. 501, 505
n.1 (2007). Those amendments apply only to interest accruing
with respect to deficiencies for tax years beginning after July
30, 1996. TBOR 2 sec. 301(c), 110 Stat. 1457; Hinck v. Unites
States, supra at 505 n.1. Because this case involves interest
accruing with respect to a deficiency for petitioner’s 1982 tax
year, sec. 6404(e)(1) applies but the amendments made to that
section in 1996 do not.

     A ministerial act is a procedural or mechanical act that
does not involve the exercise of judgment or discretion and
occurs during the processing of a taxpayer’s case after all the
prerequisites to the act, such as conferences and review by
supervisors, have taken place. See Lee v. Commissioner, 113 T.C.
145, 149-150 (1999); sec. 301.6404-2T(b)(1), Temporary Proced. &
Admin. Regs., 52 Fed. Reg. 30163 (Aug. 13, 1987).
                             - 14 -

decision not to abate interest was an abuse of discretion.3     The

taxpayer bears the burden of proving that the Secretary acted

arbitrarily, capriciously, or without sound basis in fact or law.

See Woodral v. Commissioner, 112 T.C. 19, 23 (1999).   To meet

this burden the taxpayer must establish (1) an error or delay by

the IRS in performing a ministerial act, (2) a correlation

between any such error or delay and a specific period of delay in

payment, and (3) that the taxpayer would have paid the deficiency

earlier but for the error or delay.   See Sher v. Commissioner,

T.C. Memo. 2009-86.

     It is clear from his petition and briefs that petitioner is

not particularly interested in interest abatement.   His focus

lies, as it has for nearly three decades, on recovering the tax

he paid on Lyric Leasing’s phantom income in the years following

1982--the tax year at issue in this case.   Having missed his

opportunity to recover any portion of that tax, petitioner’s long

and somewhat quixotic pursuit has led him here.




     3
      The Court was granted this jurisdiction in 1996 as part of
TBOR 2 sec. 302(a), 110 Stat. 1457. Sec. 6404(h) applies to
requests for interest abatement submitted after July 30, 1996,
regardless of the tax year involved. TBOR 2 sec. 302(b), 110
Stat. 1458; Hinck v. United States, supra at 504-505. Although
the exact date of petitioner’s request for interest abatement is
unclear, there is no dispute that it was submitted after July 30,
1996. In addition the parties do not dispute that petitioner
satisfies the requirements of sec. 7430(c)(4)(A)(ii).
Accordingly we have jurisdiction to review respondent’s
determination not to abate interest.
                             - 15 -

     His primary argument is as follows:   (1) He accepted

respondent’s August 9, 1991, settlement offer, (2) that offer

allowed him to file amended Federal income tax returns for the

years in which he reported Lyric Leasing’s phantom income, (3)

respondent breached the settlement agreement by rejecting the

amended returns he submitted on October 11, 2000, and (4) the

Court should order respondent to honor the settlement agreement

and reexamine his amended returns.    As a second-best alternative

petitioner requests abatement of interest because the amount of

interest he paid is nearly the same as the amount of tax he paid

on phantom income.4

     In his brief petitioner alludes to section 6404(e)(1) by

alleging that respondent committed a number of errors, such as

(1) breaching the 1991 settlement agreement by refusing to accept

his amended returns in October 2000; (2) adding language to the

closing agreement forwarded to petitioner on August 26, 1992,

which was not included in the August 9, 1991, settlement offer,

prohibiting petitioner from eliminating phantom income in the

year reported if the period of limitations was closed; (3)



     4
      Petitioner requested an abatement of all the interest that
accrued with respect to his 1982 deficiency. We have held that
such a request does not establish the necessary correlation
between an error or delay by the Internal Revenue Service and a
specific period of delay in payment by the taxpayer. See
Guerrero v. Commissioner, T.C. Memo. 2006-201 (“A request
demanding abatement of all interest charged does not satisfy the
required link; it merely represents a request for exemption from
interest.”).
                              - 16 -

refusing to acknowledge that he filed a protective refund claim

in 1984, and (4) preventing petitioner from deducting a portion

of the tax he paid on Lyric Leasing’s phantom income on his 1999

income tax return, as advised by respondent’s December 22, 2000,

letter.   At no time, however, does petitioner attempt to explain

why or whether any of these alleged errors forced him to delay

paying his 1982 income tax deficiency until March 13, 2007.    Nor

does petitioner assert that he would have paid the deficiency

sooner if not for the alleged errors.

     As we explained to petitioner at trial, our jurisdiction in

this case is limited to the issue of interest abatement with

respect to petitioner’s 1982 income tax deficiency.    We do not

have jurisdiction to order respondent to review petitioner’s

amended returns or to refund the tax he may have paid on phantom

income in the 1980s.   Moreover, we are not a court of equity and

cannot ignore the law to achieve an equitable end.    See

Scarangella v. Commissioner, T.C. Memo. 1969-13 (“But, as

appealing as his cause may be, this is not a court of equity. We

have no equity powers and we cannot grant relief on such

grounds.”), affd. per curiam 418 F.2d 228 (3d Cir. 1969).    At

best petitioner may be entitled to recover a portion of the

interest he paid on his 1982 deficiency.   To do so, however, he

must establish that respondent abused his discretion by refusing

to abate interest.   Petitioner has not met his burden.
                              - 17 -

     First, some of the errors alleged by petitioner do not

appear to be errors.   For example, respondent could not have

breached a 1991 settlement agreement with petitioner because no

such agreement was ever reached.   Instead, petitioner hedged his

bets. By proposing new terms petitioner rejected respondent’s

August 9, 1991, settlement offer and made a counteroffer.     See

Steffler v. Commissioner, T.C. Memo. 1995-271 (“Mutual assent is

a prerequisite to the formation of a contract. * * * Expression

of assent that changes the terms of the offer in any material

respect is not an acceptance, but may be operative as a

counteroffer.   * * * A counteroffer terminates the power of

acceptance of the original offer.”).

     Moreover, petitioner never executed a closing agreement with

respect to that offer.   Although petitioner is correct that

closing agreements are not necessary to settle a case once it is

docketed in the Tax Court, we have held that closing agreements

are necessary when, as here, the settlement offer provides that a

closing agreement will be executed.    See Cinema ‘85 v.

Commissioner, T.C. Memo. 1998-213.     Finally, because petitioner

never assented to either the August 9, 1991, settlement offer or

the related closing agreement, his argument that respondent erred

by adding language to the closing agreement carries little

persuasive weight.
                              - 18 -

     Second, and more importantly, petitioner has failed to

establish, or even suggest, that any errors respondent may have

committed are related to a specific period of delay in

petitioner’s payment of his 1982 deficiency or that petitioner

would have paid his deficiency earlier if not for any such

errors.   We are left to speculate why petitioner waited until

March 13, 2007, to pay his 1982 Federal income tax deficiency.

Petitioner was ostensibly withholding payment until respondent

refunded the tax he paid on Lyric Leasing’s phantom income during

the 1980s--a condition precedent imposed not by the Federal tax

laws but by petitioner himself.   If this is the case, then

petitioner’s delay in payment was of his own volition and not the

consequence of any error committed by respondent.5   While it is

possible that petitioner might have paid his 1982 deficiency

sooner had respondent promptly refunded the tax he paid on

phantom income, this misses the point.   Even if respondent had

erred by not providing a prompt refund--an assertion that is

wholly unsupported by the record before us--petitioner cannot

establish entitlement to interest abatement simply because he

chose to withhold payment pending a refund.

     5
      Although respondent’s Dec. 22, 2000, letter indicating
petitioner was “entitled to a deduction of $0 on your 1999,
return” does appear to be confusing and perhaps misleading, if a
settlement were to occur, petitioner has not explained how the
letter is related to his delay in payment. We are skeptical that
there is any relationship, particularly given the fact that
petitioner never attempted on his 1999 Form 1040 to claim a
deduction of the tax he paid on phantom income.
                             - 19 -

     For these reasons, despite the underlying fact that

petitioner has paid tax on phantom income which has an element of

unfairness, petitioner has failed to prove that respondent’s

refusal to abate interest was an abuse of discretion.   If this

was a de novo proceeding, and had the statute not specified an

abuse of discretion standard, this Court might have been more

generous, but by law that is not the standard of review to be

employed here.

     The Court has considered all of petitioner’s contentions,

arguments, requests, and statements.   To the extent not discussed

herein, we conclude that they are meritless, moot, or irrelevant.

     To reflect the foregoing,


                                         Decision will be entered

                                   for respondent.
