1 BEFORE THE CALIFORNIA STATE BOARD OF EQUALIZATION 2 450 N STREET 3 SACRAMENTO, CALIFORNIA 4 5 6 7 8 REPORTER'S TRANSCRIPT 9 NOVEMBER 16, 2011 10 11 12 13 14 15 FINAL ACTIONS 16 17 18 19 20 21 22 23 24 25 26 27 REPORTED BY: KATHLEEN SKIDGEL 28 CSR NO. 9039 1 1 P R E S E N T 2 3 For the Board Jerome E. Horton of Equalization: Chairman 4 5 Michelle Steel Vice-Chairwoman 6 7 Betty T. Yee Member 8 9 George Runner Member 10 11 Marcy Jo Mandel Appearing for John 12 Chiang, State Controller (per Government Code 13 Section 7.9) 14 Diane G. Olson 15 Chief Board Proceedings Division 16 17 For the Staff: David Levine Tax Counsel 18 Trecia M. Nienow 19 Tax Counsel 20 ---oOo--- 21 22 23 24 25 26 27 28 2 1 450 N STREET 2 SACRAMENTO, CALIFORNIA 3 NOVEMBER 16, 2011 4 ---oOo--- 5 MS. OLSON: Our next item are those matters 6 taken under submission. The first one is C5, City of 7 Fillmore. 8 ---oOo--- 9 ITEM C5 10 CITY OF FILLMORE 11 NO. 466375 12 ---oOo--- 13 MR. HORTON: Members, I'm going to ask 14 Mr. Levine, uh, to -- uh, just to get us -- to try to 15 put all this in some context. You've had an opportunity 16 to, uh, listen to the testimony and the -- the 17 discussions as it rel -- as it relates to the point of 18 law and the controlling body of law. 19 Um, can you give us some insight? Just put it 20 all into context. I think the Members have a pretty 21 good, excellent handle on it, but -- 22 MR. LEVINE: Briefly, to restate what I said 23 before and then bring it in the context of the arguments 24 made, the three points that -- that, uh, Fillmore 25 appears to place most weight on in the contract. 26 Under the UCC, title is one thing, risk of loss 27 is another; and they don't have to coincide. 28 The sale occurs when title passes for real. 3 1 Retention of title after control has passed is merely 2 for security and doesn't affect when the sale occurs. 3 And possession, control is regarded as transferred no 4 later than when the seller completes its duties with 5 reference to physical delivery of the property. 6 Here, what we're talking about is, is it a 7 delivery contract or not? If it's a delivery contract, 8 the sale occurred in California. And then we have the 9 other aspects of the case. If the contract is not a 10 delivery contract, then the sale occurred outside 11 California. 12 And, as Mr. Runner pointed out, the regulation 13 talks about -- FOB is -- is the big example. It's not 14 exclusive; but still, the contract has to require, 15 explicitly require, delivery. 16 Fillmore pointed out three things in the 17 contract that it regarded as very telling. Um, going 18 probably from the reverse back. Title and risk of loss: 19 "Title to goods delivered to buyer in 20 California shall pass upon delivery to buyer at 21 buyer's location. Risk of loss shall transfer 22 to buyer upon delivery." 23 Okay. Risk of loss doesn't matter. 24 Title to goods, you -- 25 "A seller cannot prevent the sale from 26 occurring upon completing duties with reference 27 to physical delivery by retaining title until a 28 later time. Retention of title of security." 4 1 So this one -- this shows that title wasn't 2 passed early. So it can be relevant. It doesn't -- 3 because they can pass title sooner. They could say 4 title passed as soon as we know which property -- as 5 soon as we identified it as California inventory. They 6 could do that and title would pass at that time. 7 So this makes clear -- the parties didn't do 8 that. So we don't have an early title passage. That's 9 the only relevance of that. 10 Fillmore also pointed to the definition of 11 "sale" under the contract, which was that title and 12 ownership from seller to buyer passes on full 13 consideration due from the buyer. The earlier transfer 14 of possession for any interest -- other interest or 15 right shall not be a sale and shall be fully revocable 16 by seller. 17 Well, that's all well and good. They can agree 18 anything they want, but they can't contravene the law. 19 And the law says that the sale occurs no later than 20 completion of delivery. And upon transfer of 21 possession, that most certainly is a sale. There is no 22 such thing as undoing it. We don't have a sale on 23 approval here; therefore, once possession is 24 transferred, that's the end of the story. 25 So, um, this -- I'm not saying this provision 26 does not have meaning as between the buyer and the 27 seller. It certainly does, however they interpret this. 28 But it doesn't affect when the sale occurs under 5 1 operation of law. 2 The final point is just a definitional term 3 which the very term shows that it's inapplicable. 4 They've -- they have a category of property called 5 "California inventory". They've defined certain 6 property as "California inventory". 7 This is a very common thing in contracts; you 8 define terms, in D&R's, in many things you define terms. 9 And you see this very type of terminology in many 10 contracts. 11 They define the California -- when they say 12 "California inventory" in this contract, they've defined 13 it to mean the inventory that's either already in 14 California or designated for California. It says: "or 15 to be delivered to buyer within the State of 16 California." 17 So as soon as they've identified it -- I'm not 18 sure exactly when, but maybe when they put it together 19 in a room for this is going to California, now we know 20 that's California inventory. So whenever the contract 21 talks about California inventory, that's what it's 22 talking about. But that doesn't mean that the sale 23 occurred in California; it just defines the term. 24 So that's basically the context in this case. 25 These don't show that it was a delivery contract within 26 the meaning that we've assigned to that term. 27 MR. RUNNER: Mr. Chair. 28 MR. HORTON: Mr. Runner. 6 1 MR. RUNNER: Yeah. I just -- I guess a 2 procedural question. I'm a little confused. I mean, 3 I -- I -- I appreciate staff's answering a question. 4 I'm not sure -- I -- I mean, I guess this procedure's 5 okay, for the staff to reargue the staff's position 6 totally, which is what just took place, um, without, 7 again, opening up for some almost some -- some kind of 8 rebuttal on the part of the taxpayer. 9 Our system normally let's the taxpayer make 10 their presentation, the staff makes theirs, and the -- 11 and the -- and the taxpayer gets to rebut. 12 I think at this point we've just asked for a 13 whole new statement from staff in regards to staff's 14 position, and now the taxpayer has no position to rebut. 15 And I just think procedurally -- I mean, again, I 16 appreciate clarifying a specific question, but that's 17 not what just took place. 18 MR. HORTON: Mr. Levine. 19 MR. LEVINE: We answered the question to the 20 Board Members. This is traditionally -- and I 21 understand what you're saying, but traditionally we -- 22 the Department -- 23 MR. RUNNER: I'm not faulting you, 24 Mr. Levine. 25 MR. LEVINE: I understand. I understand. 26 MR. RUNNER: Okay. 27 MR. LEVINE: We respond, and sometimes, um, not 28 just here but in other type of cases, we will comment on 7 1 things that have come up during the hearing and perhaps 2 that -- like, if it's me, I've had time -- a little more 3 time to think about it and I present -- say something 4 different, more than I did during the hearing and that's 5 just the way we do it. We don't have to do it that way. 6 MR. HORTON: Right. 7 MR. LEVINE: It's whatever the Members want. 8 MR. HORTON: Yeah. Um, Mr. Levine's position 9 is, um, independent, objective counsel to the Board. 10 There are often times that he actually restates, or his 11 response to the question is actually in the favor of the 12 taxpayer. 13 So it's -- and it's rare -- I mean, it's rare 14 to sort of anticipate. So, I mean, I think there's 15 value added in the Members being able to -- 16 MR. RUNNER: Well, If there's new information 17 or new view, is it right then for the taxpayer to at 18 least come up and address something if there was 19 additional information or a difference -- you know, and 20 clarity that may have come up, uh, to ask the taxpayer 21 to come up and -- 22 MR. LEVINE: You've taken the matter under 23 submission. 24 MR. RUNNER: Okay. 25 MR. LEVINE: Our system is that only the -- 26 we're -- we may have a point of view -- 27 MR. RUNNER: Mm-hmm. 28 MR. LEVINE: -- because we've looked at the 8 1 case and we have our views. It does not always jive 2 with the Department, um, though, true, it normally does 3 because if we've recommended grant, the Department can't 4 appeal it. So you don't hear those cases where we 5 already knew we disagreed with them. 6 But, that's the -- the Board has set up the 7 Appeals Division as a separate, independent body and we 8 are your counsel. We give you advice that we believe is 9 correct, which may or may not jive with others. And 10 that's just the system. 11 MR. RUNNER: Okay. Thank you. 12 MR. HORTON: And the Board may not agree. I 13 mean, as I stated from the onset, I've had some 14 challenges with the regulation, which is the reason that 15 it's helpful to get that clarification. 16 Member Yee. 17 MS. YEE: Oh. No. I was just going to respond 18 to Senator Runner's comment. 19 I think we had a pretty robust discussion 20 during the hearing. Um, and part of why I was posing my 21 questions to Mr. Levine at the time was to try to bring 22 additional clarity to how we ought to look at the 23 various provisions of the contract. 24 So, um, I'm not sure that we're hearing 25 anything new. If anything, I think that's really 26 providing more clarification -- it's clearer to me now 27 and I appreciate the, uh -- the diligence in presenting 28 it as you just have done, Mr. Levine. Thank you. 9 1 MR. HORTON: Further discussions, Members? 2 MR. RUNNER: I would move -- 3 MR. HORTON: Mr. Runner. 4 MR. RUNNER: I would move in favor of the 5 Fillmore's position. 6 MR. HORTON: It's been moved by Mr. Runner in 7 favor of Fillmore's position. 8 MS. STEEL: Second. 9 MR. HORTON: Second by Member Steel. 10 Objection, Members? 11 MS. YEE: Objection. 12 MR. HORTON: Objection noted. 13 MR. RUNNER: Can I speak to it real quick? 14 MR. HORTON: Yes. 15 MR. RUNNER: Um, yeah, I think -- I think it -- 16 to me, this discussion came down to the issue of the 17 contract. And, um, again, I think the staff was looking 18 for some specific language. And, in fact, at one point 19 I almost thought I heard somebody say if the contract 20 would have had that language, then it would clear. If 21 FOB was there, then it would be clear. 22 But clearly, the, uh -- the regulation that 23 we're referring to does not use -- does not singularly 24 say that that is the only way to which it can be 25 established. And so I think the contract was pretty 26 clear, both in regard to language, and certainly clear 27 in reference to its intent, uh -- and so I think they 28 made their case. 10 1 Listen, I don't like the -- the underlying 2 policy. I think it's a lousy policy. I wish the 3 legislature would go and deal with that issue. They 4 tried at one time and they found out there were many 5 cities that had these kinds of agreements out there, and 6 so it wasn't going to be quite as easy as they thought. 7 Um, but -- and I think it still needs to be 8 addressed. But it seems to me the law is the law. The 9 regulation is the regulation. And I think Fillmore made 10 their case for me. 11 MS. YEE: Mr. Chairman. 12 MR. HORTON: Member Yee. 13 MS. YEE: Thank you, Mr. Chairman. 14 I, uh -- I don't doubt that the parties in 15 negotiating the agreement and structuring the agreement 16 was really trying to, um, do their best in complying 17 with the law. But this is an area where there are some 18 explicit requirements that have to be met. And, 19 unfortunately, they weren't able to do so in, uh, how 20 they structured the agreement and then obviously their 21 subsequent operation. 22 So, it's unfortunate, I think, but this is a 23 particular area that is troubling because of -- of how 24 explicit the requirements are -- have to be. 25 MR. HORTON: Further discussion, Members? 26 This is, uh -- it's been moved and second. 27 Objection noted. 28 Ms. Olson, please call the roll. 11 1 MS. OLSON: Mr. Horton. 2 MR. HORTON: No. 3 MS. OLSON: Ms. Steel. 4 MS. STEEL: Aye. 5 MS. OLSON: Mr. Runner. 6 MR. RUNNER: Aye. 7 MS. OLSON: Ms. Yee. 8 MS. YEE: No. 9 MS. OLSON: Ms. Mandel. 10 MS. MANDEL: Uh, no. Uh, I'm not as, uh, 11 unpersuaded necessarily about the contract. But I'm 12 just not sure I'm persuaded that the location is a 13 business location. 14 It's clearly a buying company. But I'm not 15 sure that, um -- about the business location. 16 MS. OLSON: Motion fails. 17 MR. HORTON: Uh, subsequent motion, Members? 18 MS. MANDEL: Um -- 19 MR. HORTON: Discussion, Ms. Mandel? 20 MS. MANDEL: Um, well, that sort of would lead 21 me to not, um -- not -- I'm afraid I'm going to lose my 22 voice again -- not put that allocation at Fillmore. But 23 um, I'm not sure what it winds up doing. I mean, you 24 can just deny the petition, right? 25 MS. NIENOW: Yes. And then if you deny the 26 petition, it would put the allocation to the 27 county-wide -- 28 MS. YEE: County-wide pools. 12 1 MS. NIENOW: -- pools of the places it used. 2 MS. MANDEL: Yeah, because when we deny -- I 3 mean we're not necessarily buying into everything that's 4 in the D&R. That's my recollection, right? We haven't 5 had that conversation in a long time, if we just do a 6 deny of -- 7 MR. LEVINE: That's correct. It's not 8 precedential anyway. 9 MS. YEE: Mm-hmm. 10 MS. MANDEL: Okay. 11 MR. HORTON: Further discussion, Members? 12 Is there a motion? 13 MS. YEE: I'll move to deny the petition, to 14 reallocate the local tax to the county-wide pool. 15 MR. HORTON: Moved by Member Yee to deny the 16 petition, reallocate the local tax to the local pool. 17 MS. YEE: County-wide pool. 18 MR. HORTON: County-wide pool. Is there a 19 second? 20 MS. MANDEL: Second. 21 MR. HORTON: Second by Member Mandel. Further 22 discussion? 23 Objection? 24 MR. RUNNER: Mm-hmm. 25 MS. STEEL: Objection. 26 MR. HORTON: Objection noted. 27 Ms. Olson, please call the roll. 28 MS. OLSON: Mr. Horton. 13 1 MR. HORTON: Aye. 2 MS. OLSON: Ms. Steel. 3 MS. STEEL: No. 4 MS. OLSON: Mr. Runner. 5 MR. RUNNER: No. 6 MS. OLSON: Ms. Yee. 7 MS. YEE: Aye. 8 MS. OLSON: Ms. Mandel. 9 MS. MANDEL: Aye. 10 MS. OLSON: Motion carries. 11 ---oOo--- 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 14 1 MR. HORTON: Ms. Olson. 2 MS. OLSON: Our next item is C6a, Blowfish, 3 LLC, and C6b, Blowfish SR, LLC. 4 ---oOo--- 5 ITEM C6a 6 BLOWFISH, LLC 7 NO. 484932(BH) 8 ITEM C6b 9 BLOWFISH SR, LLC 10 NO. 479540(GH) 11 ---oOo--- 12 MR. HORTON: Is there a motion, Members? 13 MS. STEEL: Isn't it 30/30/30? 14 MR. RUNNER: No, it's a move to reaudit, I 15 think. 16 MS. STEEL: Reaudit? 17 MS. YEE: Yeah, reaudit. 18 MR. RUNNER: Move to reaudit. 19 MR. HORTON: Moved by Mr. Runner to reaudit. 20 Second by Member Yee. 21 MS. YEE: May I ask a question on this? 22 MR. HORTON: Discussion. Ms. Yee. 23 MS. YEE: Uh, I guess I just wanted to ask a 24 question with respect to the scope of the reaudit. Um, 25 do we need to -- should we define -- 26 MR. LEVINE: If you want it restricted, then 27 you should direct it. Otherwise, I think that the 28 Department will entertain any arguments that Petitioner 15 1 wants to make. And we'll make the adjustments that it's 2 convinced about. Then it will come back to you for 3 decision. 4 MS. YEE: Okay. 5 MR. LEVINE: If you want them to -- if you want 6 to restrict the review, then -- then, of course, you 7 should direct that. Or if you want them to pay 8 particular attention. But I think that -- the 9 Department's not going to refuse to accept any evidence. 10 It may not convince them. 11 MS. YEE: Mm-hmm. Okay. 12 MR. LEVINE: So if you have a specific -- 13 MS. YEE: Okay. Well, I would like the, um, 14 reaudit to focus on the, um, the mandatory 10 percent 15 tips associated with the takeout menus, so -- 16 MR. LEVINE: And that's what -- the Department 17 wants to look at that. 18 MS. YEE: Yeah. 19 MR. LEVINE: Because even -- they apparently 20 collected tax reimbursement. So even if they're exempt 21 sales, they're not getting that back. 22 MS. YEE: Right. 23 MR. LEVINE: But if they're exempt sales, we're 24 not going to tax anything they didn't collect tax 25 reimbursement on, which would be the tips. 26 MS. YEE: Right. 27 MR. HORTON: This may be a leading question. 28 But of the -- given the reaudit and the results of the 16 1 reaudit, uh, how does it return to the Board -- 2 MR. LEVINE: Well, again, unless you direct it 3 differently -- 4 MR. HORTON: -- and what options does the Board 5 have? 6 MR. LEVINE: We would bring it back on a 7 nonappearance calendar with, um, a summary and an 8 analysis if we -- if we weren't satisfied that the 9 Department's memorandum was sufficient. But we'll have 10 our view in either the summary or in the summary and a 11 separate analysis. 12 MR. HORTON: Okay. Mr. Runner. 13 MR. RUNNER: Yeah, I'd -- I'd like the reaudit 14 to include the discussion that took place here. And 15 that is, when the -- when the taxpayer indicated that 16 there was actually some discussions and conferring going 17 on between the wait staff and the tax -- and the -- and 18 the server. Um, and -- and at least what I heard from 19 staff was, they were unaware of that at the time. 20 MR. LEVINE: That is something that they will 21 discuss with the taxpayer. 22 MS. MANDEL: I can -- 23 MR. RUNNER: Well, I guess it's okay, but -- 24 right. As long as that's also included in the audit. 25 MR. LEVINE: Right. 26 MR. RUNNER: Okay. The reaudit. 27 MR. HORTON: Ms. Mandel. 28 MS. MANDEL: I thought they had kind of agreed 17 1 on what the reaudit was, which was why I was sort of 2 wondering why we were listening to more of it. Because 3 I thought they were going to look at -- they agreed to 4 look at whether the auto column had more than 18 percent 5 in it, which wasn't clear to me that it did or not. But 6 I thought they were looking at that, too. 7 MR. LEVINE: They'll look at that, too. What 8 the Department -- as I understand, what happened is the 9 Department tested -- 10 MS. MANDEL: Yeah. 11 MR. LEVEIN: -- and they didn't find anything 12 that wasn't 18 percent. 13 MS. MANDEL: In their test. 14 MR. LEVINE: But they just tested. So the 15 Department is not representing that there aren't any 16 that aren't 18, so they're going to look at that, too. 17 MS. MANDEL: Okay. 18 MR. RUNNER: So we're not limiting the reaudit, 19 at this point. 20 MR. LEVINE: That's not the plan, unless you -- 21 MR. RUNNER: Okay. Thank you. 22 MR. LEVINE: -- unless you specify. 23 MS. YEE: No, I just wanted there to be a 24 particular focus on -- 25 MR. RUNNER: On that issue. Okay. I 26 misunderstood. I'm sorry. 27 MS. MANDEL: Okay. 28 MR. LEVINE: I think the -- the Department 18 1 certainly will hear everything you've mentioned it's 2 going to look at, even if it wasn't planning on it. 3 MS. YEE: Okay. 4 MR. HORTON: Okay. 5 MR. RUNNER: Thank you. 6 MR. HORTON: Um, there's a motion for a 7 reaudit. Second. 8 Objection, Members? 9 Hearing none, such will be the order. 10 ---oOo--- 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 19 1 MR. HORTON: Ms. Olson. 2 MS. OLSON: Our next item is C9, Star Cellular, 3 Incorporated. 4 ---oOo--- 5 ITEM C9 6 STAR CELLULAR, INCORPORATED 7 NO. 520976(GH) 8 ---oOo--- 9 MS. MANDEL: Uh, I would move to redetermine, 10 but it's not clear to me that they've been advised about 11 the offer and compromise program yet, so -- 12 MS. YEE: I'll second that. 13 MR. HORTON: There's a motion to redetermine by 14 Ms. Mandel, second by Ms. Yee, with indication to staff 15 to have a discussion about offer and compromise. 16 MR. RUNNER: Mm-hmm. 17 MR. HORTON: Further discussion, Members? 18 Objection, Members? 19 Hearing none, such will be the order. 20 ---oOo--- 21 22 23 24 25 26 27 28 20 1 MR. HORTON: Ms. Olson. 2 MS. OLSON: Our next item is C11, Timothy Scot 3 Bohl and Wendy Lee Bohl. This was a waived 4 appearance. 5 ---oOo--- 6 ITEM C11 7 TIMOTHY SCOT BOHL and WENDY LEE BOHL 8 NO. 396620(KH) 9 ---oOo--- 10 MS. MANDEL: Oh, this was the waived 11 appearance? 12 MR. HORTON: Is there a motion, Members? 13 MS. MANDEL: Move the staff recommendation. 14 MS. YEE: Second. 15 MR. HORTON: Moved by Member Mandel, staff 16 recommendation. Second by Member Yee. 17 Objection, Members? 18 Hearing none, such will be the order. 19 ---oOo--- 20 21 22 23 24 25 26 27 28 21 1 MS. OLSON: Our next item is C12, Robert Chang 2 Soung. 3 ---oOo--- 4 ITEM C12 5 ROBERT CHANG SOUNG 6 NO. 462258(GH) 7 ---oOo--- 8 MS. MANDEL: Um, I would, uh, move that there 9 was a discount in the purchase price of the machines of 10 the thousand dollars where he, uh, advised the buyer he 11 wasn't going to cash that check. And also that with 12 respect to the inventory that was in the machines, I 13 think he testified it was about $3,000 worth of 14 inventory. 15 MS. STEEL: Second. 16 MS. MANDEL: Uh, and this might be another one 17 where they should be advised of their options with 18 respect to offer in compromise. 19 MR. HORTON: Okay. Moved by Member Mandel to 20 adjust the audit to reflect the discount and sales of 21 the resales, with advice to staff to consult the 22 taxpayer on offer in compromise. Second by Member 23 Steel. 24 Objection, Members? 25 Hearing none, such will be the order. 26 ---oOo--- 27 28 22 1 MS. OLSON: Our next item is E1, Trans Bay 2 Cable, LLC. 3 ---oOo--- 4 ITEM E1 5 TRANS BAY CABLE, LLC 6 NO. 577086 'CF' 7 ---oOo--- 8 MS. YEE: Mr. Chairman. 9 MR. HORTON: Member Yee. 10 MS. YEE: I want to move to abate the 11 penalty. 12 MR. HORTON: It's been moved by Member Yee to 13 abate the penalty. 14 MS. STEEL: Second. 15 MR. HORTON: Second by Member Steel. 16 MS. YEE: This is a constitutional function, 17 with the Deputy Controller not participating. 18 MR. HORTON: So noted. 19 MS. YEE: I just want to speak on this. 20 I, uh, as you know, colleagues, I don't abate 21 penalties all that often. But this is a particular 22 situation I'm familiar with where there really was a 23 convergence of events. 24 It was a little untenable where there was an 25 expectation that Pittsburgh Power would actually 26 exercise its option to purchase the project. And, um, 27 so all gears were shifted in anticipation of that. And 28 then everything had to be shifted back, and there were 23 1 staff changes and back and forth with respect to 2 priority evaluations. 3 And I think it was just the, uh, perfect storm 4 in terms of missing the deadline here. I'm assured by 5 the Trans Bay officials that, um, they have controls in 6 place to, um -- uh, prevent any future late filings. 7 So I would move to abate the penalty. 8 MR. HORTON: It's been moved by Member Yee to 9 abate the penalty. Second by Member Steel. 10 Objection, Members? 11 Hearing none, such will be the order. 12 MS. OLSON: That concludes our business. 13 ---oOo--- 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 24 1 REPORTER'S CERTIFICATE 2 3 State of California ) 4 ) ss 5 County of Sacramento ) 6 7 I, KATHLEEN SKIDGEL, Hearing Reporter for the 8 California State Board of Equalization certify that on 9 November 16, 2011 I recorded verbatim, in shorthand, to 10 the best of my ability, the proceedings in the 11 above-entitled hearing; that I transcribed the shorthand 12 writing into typewriting; and that the preceding pages 1 13 through 24 constitute a complete and accurate 14 transcription of the shorthand writing. 15 16 Dated: November 22, 2011 17 18 19 ____________________________ 20 KATHLEEN SKIDGEL, CSR #9039 21 Hearing Reporter 22 23 24 25 26 27 28 25