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High Traction Winter Boots
Looking at all the options for winter snow boots out there, you may think that the measure of a good winter boot is how well it matches current fashion trends! That may be fine for stomping through a once-a-season snowdrift, but for folks who navigate icy sidewalks and roadways all throughout winter, many top brand winter boots DO NOT even begin to provide enough traction to safely walk across ice and frozen ground.
Especially living in the icy northeast, communities across greater New England live out their day-to-day lives enduring below-freezing temperatures that are increasingly inhospitable to mediocre footwear. With an icy 2019 behind us, and 2020's winter months promising more of the same, we think it's time to reconsider the true measure of a winter boot: Traction!
Awareness of injury prevention and a dose of common sense are driving an industry movement to manufacture stylish, high-grip studded snow boots. One of the greatest innovators in the traction movement is Icebug, a Swedish company that continues to shine with new star "studded" additions to the winter boot category.
Icebug designs studded boots that have built-in carbide studs on the outsole of the boots, with "BUGrip" soles that grip like snow tires for your feet, providing the most sure-footed traction on icy surfaces. They are not the ideal option when surfaces are not fully iced or snow-covered and are not recommended for indoor use. What boots with built-in studs lack in versatility, they make up for in clutch performance when it counts. Better studded than sorry is Danform's winter mantra.
Options like Icebug's IVALO3 or Pace 3 are great for sporty types, dog walkers, winter walkers, the elderly, or anyone recovering from an injury or previous slip.
Icebug's studded winter boots are the safest "next step" for someone who regularly uses Ice Cleats but is frustrated with the hassle of carrying them around. We commonly see the following working professionals opting for winter boots with built-in traction to ensure maximum traction on icy paths, traction on snow-covered roads, traction on wet rocks:
- Ski-area employees
- Playground monitors
- Dog walkers
- Municipal officers
No matter what road there is to travel, each studded winter boots by Icebug offers a unique traction surface intended to prevent falls, reduce injury and increase FUN during the winter!
A Vermont dog walker has a dedicated pair of studded snow boots, essential equipment for those extra icy days - or as we like to call them: March.
For the practical-minded Northeasterner, Danform recommends both the Nexx and Pajar brands of retractable cleat winter boots. Their ingenious design allows the wearer to flip open a studded cleat at a moment's notice in response to icy conditions. With great-looking designs from Nexx, wearers keep fashion at the forefront, with slip-prevention only a snap away.
While both brands are flipping the switch on winter boot traction, Pajar designs their entire footprint with retractable cleats, allowing the wearer to customize when and how much traction they want.
Pajar also designs with winter fashion in mind. The Veronica and Louisa pair well with wardrobes all winter long, while preventing slips and keeping you safe.
*Pajar cleated models are sold online only.
How Does a Retractable Cleat Work?
Pajar IceGrip boots come with a small "key" for flipping the traction device, but most folks find it easy to flip the cleat with bare hands—or even your car keys! We like the idea of being able to adjust the level of traction you need easily and on the go. If you get somewhere icy, like a parking lot, you can just flip the sole to the studded side and be on your way. Once you get to the store or wherever you're going, take a second, reach down, and flip them back over.
If studs and retractable cleats aren't your thing but you still need reliable slip-prevention, we recommend Korkers! With legions of die-hard fans, these high-quality boots, like the Snowmaggedon, feature interchangeable outsoles for customizable levels of traction that are enough to make anyone jump on the bandwagon (safely, we might add). In particular, outdoor aficionados, like fishermen and hunters love these boots!
*Korkers is sold online only.
Other, more moderate footwear options that provide traction on icy roads include this collection of footwear with Vibram outsoles.
Like snow chains for your car, slip-on Ice Cleats exist for anyone who identifies more with the "just in case of ice" category of winter boot traction requirements.
It's easy enough to keep these tucked away until needed, but worth noting that the past five years of snow boot base technology have seen a revolution in injury prevention from extremely icy conditions—and for many people, keeping a pair of dedicated traction boots is more and more normal these days.
These days, Northeasterners need to prepare for unpredictable weather patterns—what was true of childhood winters may no longer be the case. If the onset of 2019's winter is any indication, especially given that much of the northeast already resembles a hockey rink, this year is going to be a slippery one! Many of Danform's customers are already turning to their high-traction ice boots as their daily footwear option.
All of the styles shown are available for purchase online and many are available at selected stores. If you have questions about availability or about which fit is best for you stop into one of Danform's four Vermont Locations or give us a call to get expert advice about fit, traction and comfort from our expert team.
Danform Shoes - January 9, 2020
We agree Mary Jo! When you live in Vermont, the fear of falling on ice can keep you housebound. Icebug lets you get outside and embrace all that winter has to offer!
Mary Jo Childs - January 9, 2020
I first saw IceBug running shoes in Sweden in 2008 when a Swedish runner showed her new pair to me and excitedly explained that now she could train during the winter. The next winter, I slipped and fell on a small icy patch and hit my head. While I was temporarily dazed, I was not badly hurt, but I decided right then to get myself a pair of IceBugs. I did, and have worn the same pair for 10 winters. I am glad to see that they have boots now as well.
I feel like I can go anywhere in any kind of weather without the fear of falling. I love them. When others have to stay indoors, I can still get out and be active, even if it is only for a walk.


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Soft and stretchy white long sleeved tee with black stripes and black crew neck. Ruffles at shoulders.
Size 2: Length 13.5 inches.Size 3: Length 14.5 inches.Size 4: Length 15.5 inches.Size 5: Length 16.5 inches.Size 6: Length 18 inches.Size 7: Length 19 inches.
Please refer to hang tag for size. Sizing on clothing may not be marked in US sizing. Email firstname.lastname@example.com with any sizing questions.
Hand wash with like colors.Lay flat to dry.Do not iron.Do not bleach.
All sales are final. Because our shop is small and our inventory is very limited we do not offer returns or exchanges. Please refer to item descriptions before ordering.

subset: commoncrawl


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We are saddened to learn that Ian McPherson passed away on 1 December. Ian made a fantastic contribution to hockey in his lifetime - he had been a member of East Midlands Hockey Umpiring Association for many years and had been an England Hockey Technical Official since 2005.
Ian's funeral will take place at Saint Helen's Church, Church Street, Stapleford NG9 8DA on Friday 18 December at 10.30am.
Register to receive the latest news straight to your inbox. There are different newsletters to suit all your hockey needs, each containing exciting and exclusive features.


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Whether you're just moving into a region that sees a lot of snow in winter, or if you've grown up in one but are now buying your first house (and are thus now the one res
- If you are in the midst of a construction or renovation project, you are probably going to need to buy some wood. The idea of going to a lumber yard and buying wood can b
- The door is undoubtedly an important component of your oven. If the door won't close, then you really can't prepare food -- at least safely or effectively! Luckily, in ma
- Your off-roading machine is probably always getting a few tweaks and upgrades so it can better withstand the rigors of a not-so-beaten trail. However, if your off-road ma
- If you are thinking about constructing a dock on the shoreline of your lake property, you need to think about the type of dock that is best for you. Due to the difference


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Howdy! I am Pragati Chauhan, writer and the creator of this site. I am a curious soul who craves learning and writing keeps me sane. Melody of Words is my way of sharing untold stories, that were buried in my heart for years.
Here you will find stories, poems, quotes, journals, and articles that touch various subjects. My main interests lie in writing about various shades of life, on Human behaviour and Personality, Nature and Environment, Life and Philosophy, Psychology, Mental and Emotional Health, Art and Literature, Culture and Spirituality.
Since each one of us carries infinite knowledge, stories, and experiences with us. I have somehow mustered up the courage to share some by writing it out. Therefore, I warmly invite you to learn, re-learn and un-learn a few things. So we can seek our own "truth". Rise and shine! Namaste!


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Build: Mumak of Harad
January 27, 2010 by darrell
|John helps to break Minas Tirith by building up the Mumak of Harad from games workshop
January 27, 2010 by darrell
|John helps to break Minas Tirith by building up the Mumak of Harad from games workshop
Love this model, but I can't help but think that no one takes much notive on the lord of the rings minitures. I hope that more vids are made on these models, I'd love a video on The Mines Of Moria set ad I'm think of buying it.
May I have the Mumak?
I mean… is it just going to sit somewhere?
I'm a huge Lord of the rings fan and I simply can't afford a mumak or a fellbeast on a students wage
ya i was really likin the Lotr sets but alas the stuff is not really that popular
With some careful imagination & crazy conversion skills this LOTR kit would make a great chaos war mammoth, i bought something similar to use as my own war mammoth recently at a reasonable price, a revell dawn of time kit "tusk" its not to bad at all, pretty decent amount of detail, a drybrushing dream & at an affordable price, great build John!
Was just wondering where you get those injection style glue heads? Would be really useful and time saving if I used those for some of the mantic armies I'm putting together 🙂
wonder why the lotr sets aren't as expensive. I am not complaining! Cause those mordor trolls are awesome!!!!!!!!!!


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Upcoming OrthoProgress Training Days…
*Terms & Conditions
Cancellation must be received in writing before 1st February 2019, and will be subject to an administration charge of £20. It is regretted that no refunds will be made or invoices cancelled after this date. Substitutions may be made at any time.
Directions, timetable and details will be sent out after the booking form is received. If you require hotel accommodation information, do not hesitate to contact us.
Please note: It may be necessary for reasons beyond the control of the organisers to alter the content and timing of the program or identity of the speakers.


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Progress report
If the applicant is the principal investigator of an Academy-funded project that has not been through final reporting, a progress report must be appended to the application, drafted according to the following structure:
Title: Progress report(s) on PI's projects
Name of applicant, number of application
Progress report
If there are several reports, put each project separately in the same appendix.
- key project details: decision number, project title, type of funding, amount of funding granted, funding period
- project publications thus far: number of all publications and publications in refereed international publications; bibliographic data for key publications
- composition of research team funded within the project: number of researchers, names of full-time researchers
- short description of project's progress (max. 2500 characters)
- how the funding being applied for applies to this project (in brief)
The progress report must be drafted in the same language as the application. The progress report(s) is (are) appended as a single document to the application in the online services. Name the attachment file as follows: yoursurname_report.


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A collection of resources to help you speed up and improve the process of working with artists. Especially useful if this is your first game and you're the one in charge of making sure it's beautiful.
All posts filed under "Game design"
A new model for game design: Moving beyond the "Mechanics, Dynamics, Aesthetics" framework
The MDA framework is now well known in design circles. Here I take it a step further putting forward my own riff on the model for tabletop games specifically; incorporating the notion of access and mapping out some critical detail.
When is a mechanic worth the set-up time? An illustrative example from Ticket to Ride: Pennsylvania
Applying a cost-benefit framework to a specific mechanic in a TTR expansion, I explore if we can create a more objective way of weighing-up design decisions; at least as far as set-up goes.
The designer's drawer: A Dominion mini expansion – "By decree"
Many years and quite a few designs ago, I made a mini-expansion for Dominion. It's been sat in a drawer ever since. So as an experiment in criticism and self-reflection – and with the benefit of hindsight – I've decided to dissect it. I want… Read More
An experimental mission to Flashpoint: The results (Part II)
In the last post I explored some possible reasons why Flashpoint's turn order is just so forgettable. In this post, I present the results of my little experiment and explore what it all means.
What makes a memorable turn order? An experimental mission to Flashpoint: Fire Rescue (Part I)
Flashpoint is a very well designed game but it has an oddly forgettable turn order. Can we use it to find out if certain design decisions will always result in a more memorable structure? UPDATE: Full results now available in Part II.
Why Ticket to Ride: Europe's station is still first class
Note: If you've not played a Ticket to Ride game before, I recommend that you play Ticket to Ride: Europe first before reading. I'll be taking a lot of knowledge of the game for granted. I first discovered Ticket to Ride: Europe in 2008. It… Read More


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Rugged Record Boss and veteran in the Nigerian rap scene, Ruggedman thrills on this new record titled "Oloshi". The record titled "Oloshi" is laced on a beat produced by the man on keys, Reinhard and the record features former Chocolate City rapper, Milli.
Enjoy below
Ruggedman – Oloshi ft. Milli (Prod. By Reinhard)


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The Coalition greatly appreciates your interest in volunteering and helping homeless New Yorkers. In an effort to maintain social distancing and prevent spread of the virus, we are not currently accepting new volunteers. However, if you are interested in learning more about the Coalition's COVID-19 response, please click here, and to support our programs please click here.
The Coalition for the Homeless is the designated independent monitor of the municipal shelter system. Our volunteers assist our Shelter Specialist in performing inspections of more than 350 municipal shelters. A monitor must be 18 years or older, available some evenings and weekends and complete an individual training session. If you are interested in becoming a shelter monitor, please contact our Shelter Specialist through firstname.lastname@example.com.
The Grand Central Food Program brings food directly to where hungry and homeless people are: Each night, our fleet of vans delivers life-saving meals of hearty stew, bread, fresh fruit, and juice or milk to approximately 1,000 people at 25 different street sites around New York City. Volunteers are the lifeblood of the Grand Central Food Program and distribute food, clothing, blankets and other necessities while raising awareness about the other services provided by Coalition.
We are currently accepting a limited number of volunteers for our first stop located at St. Bartholomew's Church, on 51st Street (between Park and Lexington). The shift runs from 4:30pm – 6:30pm. If you are interested in scheduling a volunteer slot, please email firstname.lastname@example.com.
Join us this August as we collect new backpacks and school supplies to help homeless children start the school year successfully. You can help by identifying drop-off locations, hosting a drive at your business or helping to sort, stuff and distribute the bags to homeless girls and boys. Help us give these children a chance at a decent school year.
To volunteer with Project: Back to School, please email us at email@example.com.
Every holiday season the Coalition and caring New Yorkers work together to collect new toys for thousands of girls and boys living in homeless shelters. You can help by donating a new, unwrapped toy, hosting a toy drive at your school or business or helping to wrap and sort the gifts. Help us make the holiday season a little brighter for these children.
To volunteer for the Holiday Toy Drive, please email email@example.com.


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June 4, 2021 8:00PM
The Paramount Theatre
Friday, June 4, 2021
Doors: 7pm | Show: 8pm
Snider has long been recognized as one of his generation's most gifted and engaging songwriters, so it's no surprise he has returned with a brilliant set of songs -- and make no mistake, Cash Cabin Sessions, Vol. 3 contains some of his best work as a writer. But what really jumps out on the album is Snider's growth as a musician and vocalist. He plays all the instruments on the record, and his guitar work and harmonica playing are nothing short of exceptional; not only full of feeling, but highly skilled. In regards to his guitar playing on the record, Snider says he wanted to take everything he's learned over the past 30 years and play the way he used to play really well.


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A&W Restaurant starts a survey called A&W Restaurant Survey, its main purpose is to get more and more customer feedback. This feedback helps the company to improve its weak area and provide better service and visit experience to its customers.
You are requested to share your honest opinion about your last visit experience in this AWCares and for sharing your feedback you will get Free Validation Code.
There are some basic terms and conditions of this A&W Guest Satisfaction Survey which I have mentioned in this article. Also, check out the step by step quick guide to complete the survey.
So, go through this article and get yourself knowledgeable about the A&W Survey. Follow the steps to complete the survey successfully and get your free Validation Code.
About A&W Restaurants
A&W Restaurants is a fast-food restaurant chain famous for its draft root beer. It is founded on June 20 by Roy W. Allen.
It served in about more than 1100 locations in 16 countries and territories. It's Headquartered in Lexington, Kentucky, U.S. For more information visit www.awrestaurants.com.
A&W Restaurants Survey Rewards
After you successfully complete the AWCares you will get the below mention prize.
🍺 Get a Free Validation/Coupon Code 🍺
AWCares Rules & Requirements
Check out the below mention A&W Survey Rules and Requirements which every participant has to satisfy before they start the survey.
📋 An A&W Restaurant purchase receipt is required.
📋 A device like a computer, laptop, smartphone, etc with internet access is required.
📋 A legal resident of 50 United States is eligible to participate.
📋 Age must be 18 years or older at the time of taking the survey.
📋 Take the survey within the given time period.
📋 You can't redeem this validation code in cash or any other alternative.
A&W Customer Survey | Step by Step Quick Guide
Check out the step by step complete guide for AWCares Survey. Follow the steps as mentioned and get your free validation code.
👉 Enter to the official survey website by click here www.awcares.com.
👉 Now, enter the 5-digit store number located near the top of the receipt in the given space.
👉 After you entered the information correctly press the "Next".
👉 Now, follow the instructions and complete the survey with your genuine feedback.
👉 After you complete the survey you will receive a Validation Code on your screen.
👉 Note it on your purchase receipt correctly.
👉 Now, take it with you on your next visit and get your offer available on it.
A&W Restaurants Nearby Me Locations
Get the Nearby Locations of A&W Restaurants in your area using the below mention map.
This article is a complete guide for A&W Restaurants Survey. Here you get the proper information about AWCares rules and requirements and also check out the step by step process to complete the A&W Guest Satisfaction Survey and get Free Validation Code.
For any query related to this article you have then use the below mention comment box to share, we help you out. And visit our website takeonlinesurvey.info for more survey offers.


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The nonprofit Metro Blooms is offering more than a dozen workshops this spring on turf alternatives and creating a resilient yard, including multiple in Minneapolis and nearby communities.
The resilient-yard workshop will help attendees understand how resilience can be fostered in their yards through practices such as rain gardens, the nonprofit said in a press release. Attendees will have the option to receive one-on-one assistance from Blue Thumb Landscape Designers, Hennepin County Master Gardeners and Master Water Stewards.
The turf-alternative workshop will give attendees a guide on how to create and maintain a low-maintenance lawn. It will provide attendees with step-by-step instructions to establish water friendly and pollinator friendly perennial ground covers, which can minimize the need for irrigation and chemical inputs. A group discussion will follow the presentation, allowing attendees to talk about common obstacles.
Workshops will begin March 28 in Prescott, Wisconsin, and will run through June. Each workshop costs $15 dollars unless otherwise noted. Metro Blooms is encouraging people who are interested to register soon, since it says some locations fill up fast.
Visit metroblooms.org or call 651-699-2426 to learn more. People can also mail registration to Workshop Registration, P.O. Box 17099, Minneapolis, MN 55417. Enclose a check payable to Metro Blooms, and include the workshop location, your name, address, phone number and email address.
A list of events can be found here.


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Here you will find the forms you need for Winter Session. Please note all forms are in PDF format and require Adobe Reader to view and print.
Please note: The enrollment cap for Winter Session is 4 units. If you want to take more than 4 units, fill out the Petition for Excess Units Form.
- Financial Petition Form (PDF)
- Graduate Petition for Course/Semester Withdrawal (PDF)
- Late Enrollment Petition Form (Docusign)
- Petition for Excess Units (PDF)
- Registration Form (Docusign)
- Undergraduate Petition for Course Drop Form (PDF)
- Undergraduate Petition for Withdrawal Form (PDF)
If you are not able to view any PDF content on this site, download Adobe Reader.


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VN0002 - Creating a Running Test Log
The standard Tables option can be used in combination with the Test Notes window to create a running log of the test.
How can you keep a running log of a test?
The Tables option is designed specifically for this situation. Tables are defined on the Tables tab on the test setting dialog. The tab for a Sine test is shown below.
For each test, up to five tables can be defined. A table is simply a collection of data about the test. This data is generated by evaluating report parameters in the Formatted Parameter Strings input box at specified intervals. The resulting text is stored in the data file. These tables can later be included in reports.
- Step 1
Use the help file to find the parameters to put into the five rows:
- Bring up the help file by selecting the <F1> key
- Select the plus <+> next to Reports and Forms
- Select the plus <+> next to Report Parameters
- Select a test type and click (test type) report parameter names. Each test type contains its specific parameters.
The values to enter in the rows will all look like [PARAM:something]. This will get replaced with the actual value of the parameter.
- Step 2
To set up a running log of Gs and frequency for Channels 1 – 3 first find the parameters to use in the help file.
- Acceleration for channel 1 is [PARAM:Ch1Accel]
- Current frequency is [PARAM:Frequency]
- Use \t to enter a tab to get things to line up correctly
- If applicable, include the time when these reading were taken by adding the [PARAM:TIME] parameter
- The resulting format string will look like: [PARAM:TIME]\t[PARAM:Ch1Accel]\t[PARAM:Ch3Accel]
- Step 3
Specify how often to take these readings by using the checkboxes below the parameter strings:
- To take a reading every 15 seconds check the box next to Every (hh:mm:ss) and enter < 00:00:15 >. < 15s > can be entered as a shortcut for 15 seconds, < 15m > for 15 minutes, or < 15h > for 15 hours.
- The final thing to do here is to select the < Append to Test Notes > checkbox. That is what allows the live updates.
- Notice: each row represents a unique table and has its own update interval settings. If after entering a string of parameters they are not updating as often as specified, or not appearing in the test notes, click on that row and then check to be sure that the update settings are correct.
- When the < every (hh:mm:ss) > checkbox is selected, the [PARAM:] fields in row 1 are replaced with values. This tests the parameter string to see if it is valid. If the parameters are valid, they are replaced with current values. When the row is selected, the parameters are again displayed.
- Step 4
Log every change in the test status. Click on row 2 and then select < every change in test status > checkbox. Row 2 was populated with [PARAM:TIME]\t[PARAM:STOPCODE]
VibrationVIEW tries to enter some reasonable default whenever possible. Select < Append to Test Notes > and select the < Apply > button for the test to run. Below are screenshots of how the tables should be setup.
Testing the Solution
Start running the test and bring up the Test Notes by selecting < Test Notes > from the view menu. There are readings for the parameters that were entered. Below is an example screenshot. After about 45 seconds the control channel disconnected so the test would abort. (There also was no accelerometer on channel 3.)
One final note, the results of these parameter strings can be included in reports. To put all of the values displayed by the first string in a report, use the [PARAM:Table1] parameter. For the second row, use [PARAM:Table2].
Other Test Notes Hints
- To manually enter test observations, type in the Test Notes window
- Press < T > to enter a date and time stamp in the test notes
- The font and color of lines can be changed, allowing you to highlight specific test notes
- To include the Test Notes in your report use [TESTNOTES]


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Wide use of packaging aluminum foil:
Nowadays, packaging aluminum foil has begun to be widely used. This is because many companies are gradually demanding packaging, so people are beginning to pack with safer packaging materials. Among all the packaging materials, aluminum foil is a kind of Very ideal materials, especially various foods, such as packaging products with strict requirements for packaging, especially using aluminum foil for packaging, can achieve a perfect packaging effect, so companies are beginning to use more and more packaging aluminum foil to make packaging more efficient It is.
Production of packaging aluminum foil:
The production of packaging aluminum foil began to gradually develop towards automation, which is also very important for the entire packaging aluminum foil industry, which also laid the overall development trend of the industry, which is why people began to seek better packaging aluminum foil. Original intention. Nowadays, the automation of mechanical equipment has gradually entered into various fields of life, and manufacturers have begun to pay more and more attention to safer and more efficient packaging. Nowadays, with the continuous development of social economy, a large part of the reason is because As the flow continues to increase, automated packaging foil production is beginning to gain increasing popularity.
Packaging aluminum foil is a new type of packaging material:
Packaging aluminum foil is also a new type of packaging material, and we analyze it according to the current market application situation, the equipment will have more room for development, and the market prospect is also worthy of recognition, so we will continue to promote aluminum foil packaging aluminum foil. The development process, which is indispensable, packaging aluminum foil in China urgently needs technological innovation and automation will also detonate the rapid development of the aluminum packaging aluminum foil industry.


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So, I've been in Denmark for the past week. Helping my family preparing for their annual christmas market. It has become a huge success and therefore it has come to require a lot of work. So I came home to help out. Luckily things were pretty much under control, so I got to spend time with most of my friends. Wow, I needed that. In Brussels I only have one friend from Denmark and she's starting to get on my nerves. And even though the other erasmus students are very nice, I just can't find the energy to work on those relationships.
So I've spent many hours alone, in these last past weeks. But, this week I've rarely been alone and it has been grand. I have seen almost all my friends and I now realise how much I have truly missed them. How I have been able to survive without them for over two month is a huge mystery.
But actually I wanted to write about something entirely different. After having spend most of my week at either my parents house or Henrik's, I finally arrived at my apartment Sunday evening with Henrik. Naturally I wanted to empty my mailbox, and when I opened the lid I saw something that made my heart skip a beat. The only thing in there was a reminder from my vet that Lise needs her yearly vaccinations.
Ouch.. I started crying instantly.
A reminder? It just all seemed so cruel. I hadn't thought about Lise all day, and it seemed that I received this letter as a punishment for my forgetfulness. It was lying there mocking my pain.
I know that it's my own fault that I received it, because the vet that put Lise down forgot to send me the bill. So, I'm guessing that it isn't in their system that Lise is dead. I should call them, receive my bill and get on with it. But, the first thought I had when I saw the letter wasn't pain, I though that maybe it was all just some crazy dream. For a second Lise was alive, but quickly I realised the truth and cried my eyes out.
I'm so glad that Henrik was there to take care of me. And to stop me from looking at my old pictures once again. I both love and hate that I'm able to cry in front of him, and completely fall apart. It's scary. But he truly loves me, and doesn't think I'm crazy because I keep crying over Lise and hug my teddy bears. Or if he does then he certainly hides it well 😉
It took a lot of guts for me to tell him about Lise, because I knew that I would break into a thousand pieces. But, I knew I had to since I cry over her all the time. He tells me that he understands why I'm sad, and how much Lise meant to me. He's been through some horrible thing in his life, and he didn't have anybody to turn too. I always had Lise, but I guess now I have him. And that's a huge comfort.
Hmm, this post certainly has taken a different direction than intended, but I'll go with it. Henrik and I had our first date the day after I had Lise put down. I still have no idea, how I was even able to get through it without crying and come of as a normal human being. That day I wasn't myself at all. I was the me, who hide behind layers of armor and doesn't let anybody see the sad girl behind it all.
Henrik liked me that day. I kept up my armor for few more days, but then I just couldn't do it anymore. I wanted this man to know the real me. So, I broke down, right there in front of him and I'm pretty sure that was the moment he realised that he loved me. I didn't realise that I loved him until the second time I cried my eyes out in front of him. Because at that moment I knew that he wasn't going anywhere.
I have told him all my secrets, some I haven't even told my sister and some of my friends. He knows about ex-boyfriends, family stuff, depression and Jesper. I've told him everything and he's still here, I never thought that I could find a man who wouldn't run away as soon as I revealed my flaws. But for now it looks as if I have. Lucky me. 🙂


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942 Cudgera Creek Rd Pottsville NSW 2489
(02) 6676 0358
Packaging List
Storage Tips
Pottsville Storage Racing
Storage Estimator
Contact Us
We Cater For All Storage Needs
Need to store archived documents, your motorbike or a whole house of furniture? Pottsville Self Storage have secure storage options for all this and more.
Store Your Boat or Caravan
Ask us about undercover storage for your boat, caravan, trailer, truck or car. Competitive rates for all of your storage needs.
Estimate Your Storage Needs
Need help working out how big a storage unit you require? Use our storage estimator to work out the best size facility for your needs.
Pottsville Storage Racing
Check out our sponsored Sprintcar in the Queensland competition, or come to the next competition and cheer on Pottsville Storage
Racing team!
Secure, Affordable and Self storage options in Pottsville
When you have run out of space at home, in the yard or at the office, call for the assistance of Pottsville Self Storage. Whether you need affordable storage for your furnishings, caravan, boat or office documents, you can trust that we have the space and security to handle these items for you. Let us equip you with the packing materials and know-how to ensure your items are kept safe and accessible for you, all at reasonable rates.
Call us for a
free quote
on our storage units, packing cartons or undercover storage in Pottsville.


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On the 20th November Keysource will be exhibiting at the Public Sector Show at Manchester Central. The Public Sector Show (PSS) is a one day event that brings together senior public sector professionals and speakers to share knowledge and insight as well as showcasing the latest trends and innovations.
Off the back of their recent Crown Commercial Service Facilities Framework win, Keysource will be on stand A8 to offer their advice on how they have reduced costs and ensured operational continuity for a number of major public sector agencies and organisations.
Our managing executive, Jon Healy will also be taking to the stage after lunch, at 1.55pm in the Digital and Technology theatre, to discuss IT transformation within the public sector. Using real life examples from across the public and private sector, this informative session will show attendees how they should approach their transformation projects and highlight any questions they should be asking.


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2018 RCP Tiburon Mile
- August 18th, 2018
- Bay Area, California
- Full Results (Including Age Group & Wetsuit Divisions)
The 2018 edition of the RCP Tiburon Mile is the 17th version of the annual open water swim in the San Francisco area where elite and recreational open water enthusiasts alike take to the water for a one-mile race between Angel Island and Tiburon at the entrance to the bays that give the region its name.
After no Tiburon Mile was held in 2017, the race returned for 2018, and Ashley Twichell won her 4th-straight Tiburon Mile women's elite title.
This year's race was a particularly fast year, and Twichell finished in 21:56, which was over 3 minutes ahead of her pace from the 2016 race.
Twichell was so fast, in fact, that she almost beat all of the men's competitors, instead of the usual 'most of them.' She finished just a few steps (the Tiburon mile finishes with a very short run through the finish line) behind Zane Grothe, who won Pan Pacs gold in the 800 and silver in the 1500 in Tokyo two weeks ago, and has now twice dipped his toe into open waters (he also swam the 10k at Pan Pacs).
A video of the finish, with Twichell in the blue cap in the lead pack with the men:
They told me this was a swimming race #SCNotTop10 pic.twitter.com/0Y1HwD9dZn
— Zane Grothe (@zane_growth_ee) August 19, 2018
Twichell was only another few seconds behind the men's race winner Ferry Weertman of the Netherlands, who completed the mile 1st in 21:50, ahead of US National Teamer David Heron (21:51) and Ricardo Vargas (21:52). Earlier this month, Weertman won the European Championships in both the 10km open water swim and the team open water swim.
In addition to the winners, there were a few fun entries in the elite classification. That includes Kelsey Ditto, a former Stanford and Georgia All-American in the distance freestyle races and the 2010 Pac 10 Scholar Athlete of the Year; and Dutch sprinter Ranomi Kromowidjojo, the 5th-fastest woman ever over 50 meters.
Besides the elite competition, there were winners declared by age group, in both wetsuit and non-wetsuit competitions. The whole event was designed to race money for the charity Lifehouse, which has served the developmentally disabled since 1954. A mile is about 1609 meters, so needless to say Kromowidjojo didn't place as highly here as she normally does in the 50, but it's still fun to see athletes outside of their comfort zones.
Elite Race Results
Women's mile – Top 10
- Ashley Twichell, 21:56
- Becca Mann, 22:09
- Rachele Bruni, 22:14
- Martina Dememme, 22:18
- Caroline Jousse, 22:46
- Steffanie Gillespie, 23:37
- Arianna ridi, 23:38
- Ceri Edwards, 26:29
- Kelsey Ditto, 27:13
- Ranomi Kromowidjojo, 27:25
Men's mile
- Ferry Weertman, 21:50
- David Heron, 21:51
- Ricardo Vargas, 21:52
- Zane Grothe, 21:56
- Alex Meyer, 23:26
- Akira Iomvardas, 23:40
- Michael Sheil, 23:44
- Gavin McGee, 23:51
- Sean Percin, 25:00
- Bobby Yribarren, 25:34


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Sun, 28 August 2011
Why do people like watching reality shows like "The Biggest Loser?" Maybe because it's awesome to look back and see what someone was and now see what someone is - made over, changed, transformed. Too many people want to put on Jesus, but they want to keep their old habits and attitudes. It's time to be made over, changed, and transformed!
Direct download: 2011_08_28_AM.mp4
Category:general -- posted at: 4:37pm CDT
Sun, 21 August 2011
What does it mean to dress like Jesus? No, it doesn't involve a robe and sandals! The apostle Paul, writing to believers in Rome, said that Christians should "clothe themselves with the Lord Jesus Christ." How can we do that?
Direct download: 2011_08_21_AM.mp4
Category:general -- posted at: 5:29pm CDT
Mon, 15 August 2011
This part of the Lord's Prayer helps us keep our focus: our goal should be to build His kingdom, not ours.
Direct download: 2011_08_14_AM.mp4
Category:general -- posted at: 4:17pm CDT
Sun, 7 August 2011
With his simple prayer, Jesus reminds us what we all know too well. Temptation is everywhere and we are all vulnerable. What did He mean when He prayed "...lead us not into temptation, but deliver us from evil..."?
Direct download: 2011_08_07_AM.mp4
Category:general -- posted at: 4:11pm CDT
Sun, 31 July 2011
Direct download: 2011_07_31_AM.mp4
Category:general -- posted at: 8:23pm CDT


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What exactly are fidget spinners, and should you buy one for your kid?
We'll answer all of your questions about the new hit toy that's trending all over social media!
So, you've seen them on social media, you might have seen kids playing with them, and your kids might have asked you to buy them one. But what are fidget spinners exactly?
What exactly are fidget spinners?
In a nutshell, fidget spinners are toys that were originally designed to help kids with attention deficit hyperactivity disorder (ADHD) focus and manage their attention. They've been used by teachers and therapists for a long time before they became popular off-the-shelf toys.
Fidget spinners are good for people with ADHD because they need constant stimulation which fidget spinners provide. Fidget spinners can help them concentrate and focus their attention towards an activity. In this regard, fidget spinners are very useful, not only as toys, but as devices to help people focus.
Additionally, you might have experienced how 'fidgeting' can help you focus. If you've ever twirled a pen during a class or meetings, tap pencils, or doodle on paper, then you should know how fidgeting can help you focus.
Fidget spinners can have a negative effect
On the other hand, for kids without ADHD, fidget spinners can have a negative and opposite effect. Instead of helping them focus, their attention get focused towards playing with the toy, and it can cause distractions during class, and while they're studying.
There have been complaints from teachers and parents saying that fidget spinners are distracting kids, and some schools have even thought of banning them outright because they're too much of a distraction.
However, it still depends on the child on whether or not they'll be too distracted by playing with a fidget spinner or not, since if you think about it, kids have been playing with toys since ancient times, and a fidget spinner shouldn't be any different.
Should I get my child a fidget spinner?
For parents whose kids have been diagnosed with ADHD, then a fidget spinner is a good way to help them focus on their tasks. You can talk to your child's psychologist or therapist and ask them if they would recommend fidget spinners for your child.
For kids who don't have ADHD, you can still buy them fidget spinners. However, keep in mind that just like their other toys, there's a time and place when it comes to playing with fidget spinners. If it's time to study, or if they're in school, you shouldn't let them play with fidget spinners since it can be very distracting. As always, it's important to teach your kids responsibility, and only let them play with their fidget spinners once they're done with their schoolwork.
At the end of the day, fidget spinners are just toys, and it really depends on your child if whether or not it becomes a problem.
Sources: understood.org, edition.cnn.com
READ: 10-year-old girl almost dies after choking on fidget spinner
Be sure to check out theAsianparent Community for more insightful stories, questions, and answers from parents and experts alike. If you have any insights, questions or comments regarding the topic, please share them in our Comment box below. Like us on Facebook and follow us on Google+ to stay up-to-date on the latest from theAsianparent.com Philippines!


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Venezuelan investigators picked through the shattered wreckage of a plane that crashed with 160 people on board, trying to determine what caused the engines to fail and sent the jet plunging from the sky.
The pilot radioed authorities saying both engines had failed and requested an emergency landing yesterday, before the West Caribbean Airways plane plummeted to the ground near Machiques, close to the border with Colombia, killing all aboard.
* FAMILIES today began burying victims of the Cypriot plane crash on Sunday in mountains north of Athens, Greece, which killed 121 people.


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Kylie and Sienna star in Breakthrough Breast Cancer ads
Kylie Minogue, Sienna Miller and Claudia Schiffer are to star in a campaign by Breakthrough Breast Cancer to launch Fashion Targets Breast Cancer 2010.
The campaign, shot by fashion photographer Mario Testino, shows the three celebrities appearing naked, wrapped in a silk sheet with the campaign's target logo and the strapline "Wear your support".
It was created by CMW as part of a six-week integrated campaign including outdoor, branded London taxi's, digital and social media activity, which launches today (29 March).
Media planning was handled by Posterscope on a pro-bono basis.
This year the campaign is being supported by M&S, River Island, Warehouse, Topshop, Coast, Laura Ashley, my-wardrobe.com, Whistles, Superdry and Melissa Odabash.
Fashion targets Breast Cancer began as a t-shirt campaign and there is now a collection of Fashion Targets product lines from leading retailers and designers.
The charity initiative was launched in 1994 by Ralph Lauren.
Breakthrough Breast Cancer hopes to raise £1m through the Fashion Targets Breast Cancer 2010 campaign with 30% of the price of each item going directly to the charity.


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LAS VEGAS, March 27, 2015 /PRNewswire/ -- Bellagio welcomes spring with a dynamic celebration of Japanese culture through two stunning exhibits showcasing the passion for nature and art in the Land of the Rising Sun.
Experience the interactive Multimedia News Release here http://www.multivu.com/players/English/7480151-bellagio-japanese-art-masatoshi-izumi/
An Inspiring Display: Conservatory & Botanical Gardens
Bellagio's Conservatory & Botanical Gardens invites guests on a peaceful journey through the island nation's rich culture with its first Japanese-inspired display. Pairing the soothing aesthetics of Japan's traditional gardens with Bellagio's striking grandeur; the new display boasts a vibrant collection of more than 82,000 flowers and larger-than-life floral creations.
"Springtime in Japan is truly breathtaking and we are excited to share this extraordinary cultural experience with our guests from around the world," said Randy Morton, president and COO of Bellagio. "After traveling more than 5,000 miles to study gardens in Tokyo and Kyoto, our horticulture and design teams created a dynamic interpretation of Japan's enchanting spring season, featuring many of the culture's most recognizable elements."
Among the thousands of flowers, including fresh tulips, daffodils and snapdragons, guests will discover traditional bonsai trees nestled among recreations of some of Japan's most iconic landmarks. Adding to the charming atmosphere, live musicians perform Japanese melodies on a floating platform, 4:30 p.m. – 6 p.m. daily.
The West Garden is a sacred scene featuring a 26-foot-tall Japanese temple inspired by Kyoto's famous Golden Temple. Resting on the shore of peaceful waters, the regal temple is elaborately arrayed in gold veneer featuring wood frames with traditional rice paper Shoji screens.
In the East Garden, guests are greeted by a towering, 18-foot-tall cherry blossom tree, gracefully adorned with 300 acrylic blossoms and leaves. At the foot of the tree, 75 live Koi fish enjoy the refreshing waters of a tranquil pond, while a cascading tsukubai waterfall flows from 16 feet above. Two ornate floral topiaries showcase a combined 15,000 fresh-cut flowers: one, a majestic crane standing six feet tall and the other, a burly turtle stretching seven feet in length. These botanical animals enjoy shade offered by a colorful parade of 35 hand-painted parasols, each exquisitely decorated and suspended in midair.
Nestled among raked, golden sand in the South Garden, a traditional Japanese-inspired tea house invites guests to take in the splendor of the exhibit. Custom built using bamboo pieces, natural logs and mineral copper accents, the 12-foot-tall structure celebrates Japan's ancient tradition of drinking tea.
In the North Bed, just steps from the tea house, is a hanging garden of Wisteria and Bougainvillea vines. Abstract stone art rests below, each representing different Japanese cultural icons such as Mount Fuji, the crane and turtle. Stone lanterns are placed within this serene setting, illuminating the garden and contributing to its reflective ambiance.
On view through May 11, the Japanese Garden will culminate with Golden Week, a national celebration in Japan recognizing several significant holidays including Constitution Day, Children's Day and Greenery Day.
The Conservatory display is a collaboration between Bellagio's expert horticulture team and MGM Resorts International Event Productions with consultation from Master Gardener Kanji Nomura from Nagoya.
Bellagio's Conservatory & Botanical Gardens is complimentary to the public and open daily, 24 hours a day.
Enhancing Bellagio's Commitment to the Arts: Masatoshi Izumi Sculpture Installation
Continuing the celebration of Japanese culture, Bellagio unveils a striking new art installation handcrafted by renowned Japanese sculptor Masatoshi Izumi just outside of the hotel's main entrance.
The installation, A Gift From the Earth, is comprised of four distinct stone sculptures, Wind, Fire, Water and Land, each representing one of Earth's four elements. Meticulously hand carved from basalt over the course of 18 months, each sculpture weighs between 17,000 and 27,000 pounds. Basalt, a form of lava that has cooled on the volcano's surface, is frequently found in Japanese art as it represents the origins of the island nation.
"Art and culture are integral to the Bellagio experience, with original works throughout theresort, in addition to rotating exhibits at the Bellagio Gallery of Fine Art," said Tarissa Tiberti, executive director of MGM Resorts Fine Art Collection. "The Izumi installation is a tremendous addition to this experience and is a beautiful representation of the authentic art forms within the Japanese culture."
Izumi was born into a family of stone carvers in Japan and began working on his own craft in 1953. His work celebrates harmony with nature by taking existing forms and altering them slightly to reveal an even more beautiful state.
Izumi's work has been showcased around the world in Japan, Taiwan, San Francisco and Chicago, in addition to Mandarin Oriental Las Vegas where "CACTUS Life – living with Earth" has been part of the iconic CityCenter Fine Art Collection since the hotel's opening in 2009.
For additional information, high-resolution images and behind the scenes footage, please click http://bit.ly/1GoqVLC.
To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/bellagio-celebrates-japanese-culture-with-vibrant-spring-conservatory-display-and-art-installation-by-renowned-sculptor-masatoshi-izumi-300057183.html
SOURCE Bellagio Resort & Casino
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HVAC Calculator
Overview of online program performing various calculations for HVAC systems engineering Website
Overview of online program performing various calculations for HVAC systems engineering Website
How to make a Cooling Fan using Coca-Cola Cans- DIY !!! Please SUBSCRIBE for more useful videos:
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In this video, 1A Auto shows you how to properly bleed the engine cooling system ⚠ DISCLAIMER: While 1A Auto strives to make the information provided in this video as accurate as possible, it makes no claims, promises, or guarantees about the accuracy, completeness or applicability of the content. No information contained in this video shall create any expressed or implied warranty or guarantee of any particular result. All do-it-yourself projects entail some risk. It is the sole responsibility of the viewer to assume this risk. 1A Auto is not responsible or liable for any loss damage (including, but not…
Gaming on the road is great, but some gaming laptops get a bit too hot to handle – literally. Will the LC05 making laptop gaming a more manageable experience? TunnelBear message: TunnelBear is the easy-to-use VPN app for mobile and desktop. Visit to try it free and save 10% when you sign up for unlimited TunnelBear data. Intel link: Pricing & discussion: Support us: Join our community forum: Intro Screen Music Credit: Title: Laszlo – Supernova Video Link: iTunes Download Link: Artist Link: Outro Screen Music Credit: Approaching Nirvana – Sugar High Sound effects provided by
How important is printing with cooling fans? Very important! In this video I show the quality difference between printing with and without the cooling fans active. The results are confronting. Download Marvin Key Chain: Download Bowden mount with fan support from here: Buy 3D Printer cooling fans from here: Buy cheap 3D Printer kits and parts from Banggood here: Amazon 3D Printers and Parts: Download the HyperCube 3D Printer from Thingiverse: Royality Free Music: Bensound – Happy Rock
Pad cooling is used in connection with SKOVs Combi-Tunnel and Tunnel ventilation systems. Cooling happens when the air is taken through the pads.
Laser hair removal video: Veritasium: How can light be used to cool atoms and molecules ? Lasers are known to burn things, fix eyes, and dance on powerpoint presentations. But they can also be used to cool objects to some of the coldest temperatures in the universe. Help us translate our videos! Creator: Dianna Cowern Writer: Sophia Chen Animations: Kyle Norby More resources: … Stock visuals: Pixabay.com and shutterstock.com Music: APM and YouTube Laser Cooling animation: NOVA Animations: Kyle Norby


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YOUR EYES DO NOT DECEIVE YOU! The Thunderbolts have pulled off THE GREATEST ESCAPE IN HISTORY, and joining the powerful ex-cons are CAPTAIN AMERICA and NAMOR the SUB-MARINER! This new era takes the kings of supercrime to a whole new level - at light speed!
What issue one hundred and sixty-three brings to Thunderbolts is another abrupt left turn for the book. This is less jarring than it would be on more steadfastly-built franchises; indeed, the only consistent aspect of the T-Bolts' entire run is their willingness to make those turns, sometimes into oncoming traffic. Jeff Parker started his run with the book on one track, then jumped it to another, and now jumps it again, and the result is one of the few mainstream superhero comics where it seems like anything could happen without having to rewrite the universe. Read Full Review
Consequence: Earlier in the week I talked about how Hulk (Parker's other Marvel title) has hit the point where you just know it'll be good. Well, Thunderbolts is at that point too. We're up to ~20 good issues in a row. The story is always fresh, exciting and attractive. It's a shame Marvel isn't pushing either of these titles heavily in the digital market because I have a feeling they could be very attractive to new readers. Read Full Review
The bottom line here was that this was an exceptional comic that I enjoyed reading. Read Full Review
So let's talk opinions. This was actually a really good .1 issue. We usually don't get too many of those. I liked the way we got a great present day story mixed in with a classic retelling of the team's origin. An excellent starting on point for new readers to get a general idea of the history of the team and where it currently is today. The battle was pretty cool too, so the book did have some action. Also, the sarcasm and banter was here as well, making the issue well rounded. With some nice premonitions, it allows new readers to actually get a feel for where these stories are heading. The art this issue was incredible as well. Great action shots and detailed panels. The two page spread showcasing every Thunderbolt was mesmerizing. I loved the river inside Satana's lair. Really eerie. In general, this book is always a lot of fun to read and I can't wait to see the confrontation between the two teams when they finally do meat. That's my opinion folks. Take it or leave it. Read Full Review
Amidst a month of reinvention and bold changes, Thunderbolts #163 does some of the best work in opening new avenues while retaining its now trademark blend of humor, action, and unpredictability. Read Full Review
As far as bad guy teams bordering on goodness go, Thunderbolts isn't quite Secret Six for me, but it's not trying to be either. It's still a lot of fun and surprises that'll keep you guessing as to who's going to lean which way each month, and you can't ask for more out of a book than that. Read Full Review
"Thunderbolts" is one of the rare titles that each and every one of my comrades on the CBR Review Crew have taken a chance at reviewing and almost all of the reviews under Parker's reign have been positive, consistently garnering three-and-a-half or more stars. This issue is no exception, and if you're one of those readers who just hasn't taken to heart what we've been telling you, then pay attention to this: THIS IS A GREAT SPOT TO START READING A VERY GOOD BOOK! Read Full Review
This is a bizarrely fun turn of events, and while I don't know (nor do I want to know) how long this story will last, I plan on enjoying every chapter of it while I can. "Thunderbolts" from Parker and Walker has been consistently good, and this issue is no exception to that rule. Read Full Review
Hold on to your cowls, Thunderbolts, things are about to get weird. As this comic pulls itself from the snake's coil of Fear Itself, there are a few things on the cover that deserve immediate mention. First, the "Justice, Like Lighting" tagline makes it return, an off-and-on motto of our favorite team of half-assed bad guys. Also, there is a proud statement of this being "1ST ISSUE OF A NEW ERA", an odd declaration considering this book is not offering a new creative team, roster or philosophical direction. Probably the most notable thing on the front of this week's Thunderbolts is the indication that Captain America and Namor are now part the new team in some capacity. Read Full Review
Parker's impressive character work has maintained its consistent quality along with Walker's detailed pencils, but the Invaders cameo combined with the confusion still not cleared up from the previous issue's cliffhanger hurts the overall narrative. What happened to the giant fiery Man-Thing storming through the city last issue? It is hard to say, but hopefully once the Nazis are done getting punched, someone will figure it out. Read Full Review
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Handsome boy with massive fuckpole was caught by his mommy when he was standing and wanking his man meat gazing at her bum in a hotel apartment in the kicking off of the 3d youthfull incest session.
She became revved on so much from the glance of his ample ample stiffy and determined to help the acquaintance to get what he wants. So, the killer nymph permits him to rub her phat melons jacking guy's knob in the same moment.
He is frigging and licking puss of his own mom before poking her so hard.
More pages: Fucks Mother And Sister, 3d Incest Porn, Dad Fucks Young


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The U.S. imports approximately 19 percent of its total food supply, including 80 percent of seafood, 52 percent of fresh fruits, and 22 percent of fresh vegetables (USDA Economic Research Service, 2013). Although food and beverage comprised the smallest imported product category in 2017, the U.S. imported approximately $115.5 billion of animal and plant foods and $21.8 billion of beverages excluding liquors (USDA Economic Research Service, 2018).
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One of the main factors contributing to this sizeable volume in imported foods is the dramatic change in food preferences brought about by an increase in the non-Caucasian population in the U.S. As of November 2016, Pew Research Center estimated baby boomers, those born 1946-1964, comprised approximately 70 million people and were about 28 percent non-white. Generation X, those born 1965-1980, comprised 57 million and was about 40 percent non-white, an almost 43 percent increase in ethnic diversity from the baby boomers. Generation Y/millennials, who were born 1981-1996, numbered 62 million during the same time period. Millennials were about 44 percent non-white. Generation Z, composed of those born after 1996, was estimated at 65 million and was almost 50 percent ethnically diverse.
Every generation has characteristics specific to their population. For example, baby boomers led the demand for fresh and less processed foods, organic, and sustainability—food and beverage trends that we still see today. Generation X depended on nutrition information on food labels to make their choices and were increasingly adventurous with the food they chose. The millennials sought variety in foods, including experimenting with new ethnic foods. The millennials also readily integrated technology in their daily lives, sharing their food experiences with their digital social network, thus broadening the exposure and ultimately the acceptance of ethnic foods. The youngest and fast-growing population who grew up completely in the digital age, Generation Z, preferred authentic, global food experiences that they also electronically shared with their contemporaries and affected the other aspects of their lives. Diversity in foods is becoming the norm and imported foods are projected only to increase in volume.
Imported Foods Called for FSVP
To assure imported foods are of the same level of public health protection as food produced in the U.S. and are not adulterated or misbranded with respect to allergen labeling, the Foreign Supplier Verification Program (FSVP) was published in the Federal Register on Nov. 27, 2015. FSVP changed the focus on food contamination from reactive to preventive and required importers to conduct risk-based verification activities. This was largely driven by high-profile food outbreaks involving imported food and food ingredients, including the 2009 scandal of imported Chinese melamine-contaminated milk used to prepare infant formula, liquid milk, ice cream, other foods containing dairy products, and animal feed. There were at least three confirmed deaths, approximately 53,000 babies who received treatment mostly for kidney damage, and over 20 companies involved in the scam.
The FSVP importer is defined as the U.S. owner or consignee of an article of food for import into the U.S. If there is no U.S. owner or consignee of the food at the time of entry into the U.S., the FSVP importer is the U.S. agent or representative of the foreign owner or consignee at the time of entry as confirmed in a signed statement of consent to serve as the importer. Standard FSVP requirements include a hazard analysis of each imported food (or type of food), evaluation of foreign supplier's performance and the risk posed by the imported food, foreign supplier approval, appropriate supplier verification and related activities done by "Qualified Individuals," corrective action when necessary, and keeping records of the FSVP activities. Although persons with technical backgrounds do not find FSVP requirements difficult to comply with, they describe compliance as a tedious, time-consuming responsibility. Importers, who do not possess the technical knowledge, often feel overwhelmed and intimidated by the required FSVP tasks. Qualified Individuals who may or may not be employees of the importers are allowed to perform FSVP activities.
A very small importer is one whose annual average in food sales, and the U.S. market value of food imported, processed, packed, or held without sale, during the previous three-year period is less than U.S. $1 million in human food or less than U.S. $2.5 million in animal food. The very small importer, small foreign supplier, importers of dietary supplements/components, and importers of certain foods from countries with food safety systems officially recognized by the U.S. FDA as equivalent to that of the U.S. are under modified FSVP requirements. These clauses exclude them from having to conduct hazard analyses of the imported food, evaluate the risk of the food, evaluate the foreign supplier's performance, implement a foreign supplier approval program, or meet certain recordkeeping requirements. There are other requirements of very small importers and their foreign suppliers that cannot be discussed adequately in this column.
There are also foods exempt from FSVP requirements. Exempted foods include those regulated under the FDA seafood and juice HACCP (Hazard Analysis and Critical Control Point) rules and raw materials and ingredients used for those foods; meat, poultry, or egg products under the USDA regulation; certain alcoholic beverages and raw materials and ingredients for those beverages; those intended for personal or research use and not for sale or distribution in the U.S.; those manufactured or processed, raised, or grown in the U.S. then exported but not subjected to further manufacturing or processing and returned to the U.S.; foods transshipped through the U.S. but not for sale or distribution in the U.S. then exported; foods imported for processing in the U.S. but not for sale or distribution in the U.S. then exported; and low-acid canned foods and raw materials and ingredients for such foods but only for microbiological hazards.
Implementation of the FSVP requirements, however, is still proving to be difficult even for importers eligible for modified requirements. Below are some of the concerns shared with me during my interviews with processors and customs brokers.
Varying FSVP Enforcement Dates
According to some small food processors, they were advised by U.S. FDA that they will probably not see FSVP enforcement for another two years, i.e., by 2020. Other food processors are stating, however, that they are currently seeing enforcement. The FDA may enter any food facility under its jurisdiction at any time of food manufacture, leaving the food processor uncertain when to expect the FDA investigator—leading to increased anxiety levels brought by the unknown.
It is recommended the FDA conduct updates for the industry clarifying FSVP compliance and enforcement dates.
Obtaining a Foreign Supplier's Food Safety Plan
Having a working food safety plan may be routine practice in most regions in the U.S., but is still considered novel in other areas including overseas. Some processors have encountered foreign suppliers who prefer not to share their food safety plans because those are considered "proprietary." There is a misunderstanding about the purpose of a food safety plan. It is not understood or accepted that asking for a food safety plan from suppliers and customers is a standard procedure. The food safety plan demonstrates that the processor has evaluated the risks associated with a food item or ingredient, and if the severity of the risks significantly impacts the safety of the food, at least one preventive control must be identified. The food safety plan also details what corrective actions should be taken when deviations occur, including steps to prevent their recurrence. These actions are verified by various means including records review with management sign-off. These records must be kept as evidence of what the food processor declared as critical in protecting the safety of its food.
To assist very small importers and small foreign suppliers in complying with FSVP, modified requirements grant them exemption from most of the standard requirements, including conducting a hazard analysis of the imported food or ingredient. Without a hazard analysis, there is no working food safety plan. But as is currently occurring in the food industry, these exemptions do not stop a buyer or an auditor from demanding a working food safety plan whether or not it is required.
Difficulties in Reviewing a Food Safety Plan
If the FSVP importer can obtain the foreign supplier's safety plan, a thorough evaluation of each imported food item (or type of food) is required, unless the imported food is exempt or under modified requirements. If the importer is the U.S. processor or manufacturer, it is already devoting a substantial amount of time developing, monitoring, and maintaining all the elements of a working food safety plan. The FSVP further requires the importer to spend additional time analyzing its foreign supplier's food safety plan. Some importers have neither the technical background for such analyses nor the time to allot for review. The requirement for the Qualified Individual to read or understand the documents in the language of the foreign supplier further handicaps the U.S. importer. Although the importer understands that its Qualified Individual may perform these FSVP verification activities, some importers are having difficulties searching the already tight employment market then employing another staff member with technical qualifications. Hiring a Qualified Individual as a consultant imposes financial burden to the importer and will most likely not encourage the degree of involvement that is desirable between the importer and its FSVP.
The importer understands there are alternative verification procedures, such as internet searches of publicly available documents describing the foreign supplier's food safety records. Internet search can be accomplished without significant problems or costs. Sampling and testing of food samples is another FSVP task, but this activity is already costing the food processor tens of thousands of dollars prior to implementing a FSVP. In addition, sampling and testing is not a definitive tool for ensuring food safety and is a major reason for the development of the HACCP system. The preferred FSVP verification activity, an onsite audit, also poses a significant financial cost to the importer.
These are issues that will entail several solutions that cannot be completely discussed in this column.
Customs Brokers—The Forgotten Partners
Importers have a natural close working relationship with their customs brokers. Brokers field questions on the process and the product and try to resolve issues expediently. Customs brokers expect their clients (importers) to ask them about FSVP and consider it their responsibility to be familiar with the program, its requirements, and their possible role in alleviating some of the anxiety importers have with FSVP. Some have been asked to be the FSVP importer for the products brought into the U.S., a request that brokers reasonably decline. But if a customs broker is located in the U.S. and purchases the food and distributes in the U.S., the broker could become the FSVP importer and is expected to meet FSVP requirements, including a hazard analysis of the purchased food.
The current objective of the customs broker is to at least understand the FSVP issues raised to them and be able to refer importers to the appropriate persons who could assist them. Importers are their customers, and brokers would like to maintain them as satisfied customers.
An issue that brokers have raised is LTL, or less than truckload, of imported products. Although the very small importer may operate under modified FSVP requirements that should assist them with the timely compliance to the rule, importers also have to address sanitary transportation issues. LTLs are susceptible to cross-contact and cross-contamination due to the presence of other products in the shipping or road container and the various stops at different customers. LTLs are already occurring in importation and brokers manage them for their importers, but the additional food safety rules increase the cost of operations for both the importer and the broker. Brokers, however, stated they will fully cooperate with their importers in addressing FSVP issues.
It's recommended that the U.S. FDA continue to include customs brokers in its FSVP update sessions.
What are the Next Steps?
There are modified requirements designed specifically for the very small importer and small foreign supplier. Although FSVP exempts the food from certain FSVP requirements, buyers are continuing to ask for a food safety plan prior to the purchase of the food or food ingredient. This is a reasonable request. Any processor can make people sick, regardless of the company size. When a buyer asks for a food safety plan, the seller produces a food safety plan. Thus, as a trainer, I advocate not depending on exemptions and modified requirements when food safety is concerned. Having a working food safety plan is not only good manufacturing practice but also good business.
Dr. Saulo is a professor and extension specialist in food technology at the University of Hawaii at Manoa. Reach her at firstname.lastname@example.com.


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On Aug. 2, 2016, the Treasury Department and the Internal Revenue Service released proposed regulations under Internal Revenue Code (Code) section 2704 (the "Proposed Regulations"). The Proposed Regulations, if finalized in their proposed form, would eliminate most valuation discounts on redemptions and transfers of family business interests among family members when a single family "controls" the business both before and after the transfer.
Set forth below are summaries of the following:
- What Code section 2704 covers under current law.
- Some examples where the proposed, much-expanded coverage of Code section 2704 under the Proposed Regulations may be unenforceable.
- The process for comment, hearing and review before the Proposed Regulations are finalized and become effective.
- What family business owners should consider (from an estate planning perspective), given the scope of restrictions in the Proposed Regulations.
1. Scope of Code Section 2704 Under Current Law
Congress enacted "Chapter 14" (sections 2701 through 2704) of the Code back in 1990, to curb perceived abuses in the discounted valuation of property transfers between family members. In general terms, Code section 2704 addressed "certain lapsing rights and restrictions" affecting control of family businesses and/or rights to liquidate interests in family businesses.
NOTE: Under Code section 2704(d)(2), "members of the family" of any individual include (i) his/her spouse, (ii) any ancestor or lineal descendant of such individual or of his/her spouse, (iii) any sibling of such individual and (iv) any spouse of any person described in (ii) or (iii). Further, a business entity is "controlled" by members of a family if the members of a single family hold (a) at least 50 percent of the stock of a corporation (by vote or by value); or (b) at least 50 percent of the capital or profits interest in a partnership; or (c) any general partner interest in a limited partnership.
Code section 2704(a) addresses "lapsed voting or liquidation rights." To date, these concepts have been interpreted as applying only in situations where a voting or liquidation right ceased to exist in the transferred property (i.e., actually lapsed). For example, the primary situation Code section 2704(a) was designed to remedy was the circumstance where a general partner in a limited partnership transferred his/her general partner (GP) interest to a child (or a trust for a child), and both by operation of law and under the terms of virtually every limited partnership agreement (LPA), the transferee became a limited partner (LP) or, in some cases, a mere assignee. That is, the control over the partnership associated with a GP interest ordinarily could not be transferred, only the equity associated with the GP interest could be transferred, and the act of transferring a GP interest had the effect of causing the control powers of the GP to lapse with respect to the transferred interest.
Thus, the proper and narrow application of Code section 2704(a) operated to disallow valuation discounts on transfers of property between family members only if and to the extent a voting right or liquidation right actually lapsed (ceased to exist) by reason of the transfer.
Similarly, Code section 2704(b) addresses so-called applicable restrictions that constrain a shareholder's or partner's ability to cause a liquidation of the business entity (i.e., the investor's ability to realize the "net asset value" associated with that investor's percentage equity interest in the entity by means of causing a liquidation of the entity itself). An "applicable restriction" is the functional equivalent of a "disregarded restriction" in the sense that an applicable restriction must be disregarded in determining the value of the transferred interest for federal transfer tax purposes. A restriction on the transferee's ability to cause such an entity-level liquidation is an applicable/disregarded restriction only if and to the extent such restriction either (i) lapsed by reason of a family member's transfer to such transferee, or (ii) could be removed by the transferor or any member of the transferor's family (either alone or collectively) after such transfer.
- Proposed Expansions of the Scope of Code Section 2704 Under the Proposed Regulations
The Proposed Regulations would dramatically expand the applicability of Code section 2704, thereby preventing consideration of a substantial number of actual restrictions on business entity interests transferred between family members. In many instances, the practical effect of the Proposed Regulations would be the elimination (or substantial reduction) of minority-interest discounts and lack-of-marketability discounts for federal transfer tax purposes when the transferor and transferee are "family members."
a. New Three-Year "Deemed Lapse" Rule
One major expansion (without any apparent statutory foundation) in the Proposed Regulations would be a new three-year rule for any gifts of equity interests between family members that effectively would cause the transferor to "lose" personal control of the enterprise. For example, suppose that an individual owns 100 percent of a corporation (Company A), and that individual gifts one-third of the equity in Company A to each of his/her three children, in equal thirds. It has long been accepted by the IRS that each 33.33 percent gift of equity interests was subject to a minority interest discount (because each donee had only one-third of the equity, so no single donee could exercise control). Further, under the current interpretation of Code section 2704, such a gift does not involve any lapse of rights with respect to Company A's equity interests (because each donee's 33.33 percent equity still has voting rights attached to it), nor are there any applicable restrictions on the equity interests that need to be disregarded because the equityholders, collectively, still have authority to liquidate the entity as the donor did prior to the gifts.
Under the proposed three-year rule, if (i) a "family," collectively, has control of a business entity both before and after that individual gifts equity interests to or in trust for the benefit of members of such individual's family, and (ii) the donor dies within three years after making the gift(s) that caused such individual to "lose" the personal legal control sufficient to cause the entity to liquidate, then (iii) the transferor's inability to cause the liquidation of the business entity "caused" by the donor's gifts will be treated (for estate tax purposes) as a "deemed lapse" of the liquidation rights held by the donor prior to the transfer(s), effective upon such donor's death.
Thus, in the simple example above where a donor transferred 100 percent of his/her equity interests in Company A within three years of the donor's death, the Proposed Regulations would include a "phantom asset" in the deceased donor's estate. Even though there was never an actual lapse of any rights associated with the gifted equity interests, the Proposed Regulations would treat the deceased donor as if his/her "liquidation rights" in Company A lapsed at his/her death. Under that tenuous extension/interpretation of Code section 2704, the donor's estate apparently would have to include (and be subject to estate tax on) the difference between (a) the date-of-death liquidation value of 100 percent of the stock in Company A (i.e., as if the decedent had held on to all of his/her stock until his/her death) and (b) the gift tax value of the three 33.33 percent minority-interest gifts donor made prior to (but within three years of) his/her death.
b. Under the Proposed Regulations, a Family Member May Be "Deemed" to Have the Ability to Force Liquidation of the Entity and/or to Force Redemption of the Family Member's Equity Interest
Under a literal reading of the Proposed Regulations, if family members, collectively, could (i) vote to liquidate an entity (or to redeem the gifted interest in question) or (ii) vote to amend the documents governing the business entity (e.g., articles of organization, bylaws, shareholder agreements, partnership agreements or operating agreements) to allow the family to cause the entity to be liquidated (or to redeem the gifted interest in question), then any equity interest transferred between family members would be valued (for transfer tax purposes) as if the family member transferee could unilaterally compel either a liquidation of the entire entity or a redemption/liquidation of his/her own personal equity interest in the entity.
In other words, anytime an equity interest is transferred among family members in a business entity "controlled by" family members, the equity interest would be valued without regard to the actual economic fact that the donee-equityholder cannot compel liquidation or redemption of his/her gifted interest (much less, liquidation of the entire business enterprise). Thus, anytime an equity interest in a family-controlled entity was gifted, that equity interest, for transfer tax purposes, would be valued no lower than what the Proposed Regulations describe as the "minimum value," conveniently defining minimum value to be the equity interest's "share of the net value of the entity determined on the date of liquidation or redemption." The Proposed Regulations would create an assumption that the donee-equityholder had the power to compel a liquidation of his/her interest in the entity at a price equal to the equityholder's pro rata share of the net liquidation value of the enterprise on the date the interest was transferred by gift or inheritance to the donee, payable in six months.
It always has been a fundamental premise of corporate law that no individual shareholder ordinarily is able to compel a liquidation of the corporation or to compel a redemption of his/her own shares at any time. Similarly, in partnerships and limited liability companies and any other form of business enterprise (other than a sole proprietorship, where all decisions are made by only one person), no single equityholder can cause the business to terminate and be liquidated, nor can a single equityholder "force" the business entity to redeem that shareholder's interest at "full liquidation value" (i.e., as if the entire enterprise sold all of its assets and distributed to that single equityholder an amount equal to an undiscounted percentage of that value corresponding to his/her percentage equity ownership in the business).
Consequently, one of the basic valuation discounts applied in connection with evaluating any equity interest in a closely held business enterprise has been the so-called closely held business discount or locked-in discount, reflecting the quite real economic fact that if an investor buys a noncontrolling interest in a business enterprise, that individual would not have any legal ability to compel a redemption or buyout of the investor's equity in that business enterprise. The Proposed Regulations propose to adopt a rule in family-controlled business settings where it is "deemed" in all cases that the family would take steps to redeem any minority equityholder in the family, at full pro rata redemption value (i.e., as if all the assets of the business had been sold) at any time.
Such a rule would be both unfair and unrealistic. In the real world, no business could be operated if any and all equityholders, at any time, simply could demand "full fair value" redemption of their equity interests.
c. Disregarding Liquidation Restrictions Imposed by Federal or State Law
The Proposed Regulations also would disregard virtually all restrictions on liquidation of an entity that are "default" provisions under applicable state law (i.e., provisions that apply in the absence of an explicit agreement among the equityholders of the enterprise or an explicit term contained in articles of organization, bylaws or other documents setting forth governance rules for the enterprise). The Proposed Regulations would not permit state law restrictions (such as, for example, a state law rule requiring unanimous approval or a supermajority of equityholders to compel a liquidation of the business entity) unless such restrictions could not be changed or superseded by agreement among the equityholders or by the specific governing documents of the enterprise.
Thus, even though the statutory language of Code section 2704(b)(3)(B) (commonly referred to as the "state law exception") indicates that restrictions on liquidation "imposed, or required to be imposed, by any Federal or State law" may be taken into account in determining the gift/estate tax value of a transferred interest in a business entity, the Proposed Regulations would permit consideration only of those state or federal law restrictions "required to be imposed" (in effect, reading out of the statute the words "imposed, or ...").
Such an interpretation of the state law exception under section 2704 would nullify the exception, since virtually no "default" restrictions on liquidation under federal or state law are "absolute." The current, widely accepted interpretation of the state law exception makes much more sense: If a restriction on liquidation contained in the documents governing liquidation of a particular enterprise is no more restrictive than the "default" provisions of state or federal law, then such restriction may be taken into account in valuing an equity interest in that enterprise.
d. The Proposed Regulations Would Limit the Extent to Which Nonfamily Equityholders May Be Considered
The Proposed Regulations also include proposed restrictions on when nonfamily equity holdings may be taken into account in determining whether a single family has control of a business entity. Instead of considering the actual percentage of equity interests held by all nonfamily members in evaluating whether a family, collectively, controls the enterprise, the Proposed Regulations would disregard virtually all nonfamily equityholders by imposing arbitrary and unrealistic conditions on the recognition of nonfamily equity holdings.
As proposed, a nonfamily equityholder would be taken into account only if (i) the nonfamily member has held the equity interest for at least three years before the transfer at issue; (ii) on the date of the transfer, the nonfamily member holds at least a 10% equity interest in the enterprise; (iii) on the date of the transfer, nonfamily members, collectively, hold at least 20% of the equity interests in the enterprise; and (iv) each nonfamily member has a "put right" allowing such nonfamily member to force a redemption of his/her/its equity interest (with six months' notice) at a value at least equal to such nonfamily member's equity percentage multiplied by the full net asset value of the enterprise (i.e., a redemption at full liquidation value, without any discounts).
Interestingly, the three-year holding rule would mean that no nonfamily member equity interests could be taken into account in the first three years of an enterprise's existence! If there is a concern that the nonfamily members' interests were "illusory" on the date of transfer, why not test nonfamily ownership during the three years after a transfer is made? The 10 percent/20 percent equity ownership requirements appear to be arbitrary. The most impractical and unrealistic requirement is the put right that a nonfamily equityholder must have in order for his/her equity holding to "count." Except in rare instances, such as partnerships that invest primarily in marketable securities, it would be difficult for a business or investment entity to grant any equityholder an absolute right to "put" his/her/its equity interest and demand a redemption with six months' notice at full liquidation value. As a practical matter, by requiring that such a put right be granted to a nonfamily member before that nonfamily member's equity interest is taken into account for purposes of determining family control of an enterprise, the Proposed Regulations would disregard virtually all nonfamily member equity interests.
e. Disregarding Redemption Values Reflected in Some Promissory Notes
One final expansive feature of the Proposed Regulations is the definition of "property" that the Regulations would consider as having been paid in redemption of an equityholder's interest. In connection with redemptions of most closely held business interests (family-controlled or not), it is customary for a redemption to be paid in installments over a period of several years. Depending on the net cash flow available (and always subject to restrictions imposed by commercial lenders), it is not uncommon for the promissory note portion of any redemption price to be payable over a term of five to seven years (with the redeemed shareholder retaining a security interest in the equity being sold/redeemed).
The Proposed Regulations indicate that the portion of redemption proceeds payable in the form of "a note or other obligation" will not be considered "other property" being paid to a redeeming equityholder unless (i) the entity is engaged in an active trade or business; (ii) at least 60 percent of the value of the entity consists of "non-passive assets" of that trade or business; and (iii) only to the extent that the liquidation proceeds are not attributable to passive assets (within the meaning of Code section 6166(b)(9)(B)), "such note or other obligation is adequately secured, requires periodic payments on a non-deferred basis, is issued at market interest rates and has a fair market value on the date of liquidation or redemption equal to the liquidation proceeds." (Emphasis added.)
The requirement of "market interest rates" is at odds with the custom and practice of issuing such notes at or slightly above the applicable federal rate (AFR) determined under Code section 7872. Since Code section 7872 was enacted (and operates) to create a bright-line threshold interest rate (the AFR) so that related-party notes and obligations that bear interest at or above the AFR generally do not result in gifts or in original-issue discount problems, why would the Proposed Regulations not permit notes or other obligations issued in connection with redemptions of equity interests to be issued at the AFR?
It is unclear how a taxpayer would demonstrate that a promissory note or other obligation "has a fair market value on the date of liquidation or redemption equal to the liquidation proceeds." In this context, is the phrase "liquidation proceeds" supposed to mean the "face value" of the note or other obligation? Even if the note is "adequately secured," it is common for such redemption notes to be assignable by the payee only with the consent of the redeeming business entity, and the mere fact that the payor is a closely held business arguably might be enough to cause the note to have a "fair market value" on the date of its issuance of "less than" its face value or the liquidation proceeds (whatever that would mean in this context).
f. Presuming Harmonious, Complete Family Control Is Unrealistic
A recurring assumption embedded in the Proposed Regulations is that a "family-controlled enterprise" will, in all circumstances, be operated so that any individual family member effectively will be able to convince the collective members of the family to exercise control in a manner that will allow that individual transferee (or, in some cases, the transferor, with respect to retained equity interests) to cause a redemption of his/her interest in the family-controlled enterprise at any time with a mere six months' notice, and that the redemption would allow the family member to realize the equivalent of a full liquidation value (i.e., as if the entire enterprise were liquidated and the family member would receive his/her full pro rata share of those "deemed" full liquidation proceeds).
Such family harmony or commonality of purpose is often absent in family-owned enterprises. Rather than assume that all families operate their businesses without the conflict or contention found in many businesses, it would seem more realistic to consider whether any particular restriction on an individual equityholder's powers to "liquefy" his/her interest and/or to compel a liquidation of the enterprise is consistent with the types of restrictions customarily employed in businesses that are not controlled by a single family.
Code section 2703(b) already contains a statutory standard that, until now, has provided taxpayers with fairly clear guidance on the types of agreements and restrictions on equityholders that should be recognizable for federal transfer tax purposes, especially in the context of restrictions on the circumstances under which an equityholder (family member or not) may "force" a redemption of his/her personal equity interest in the enterprise. The principles of the Section 2703(b) exception indicate that a restriction on a family member equityholder's rights to use or sell his/her property interest will be respected (and taken into account when valuing such equityholder's interest for transfer tax purposes) if the following standards are met:
- [Such restriction] is part of a bona fide business arrangement.
- [Such restriction] is not a device to transfer such property to members of the [transferor's] family for less than full and adequate consideration in money or money's worth.
- The terms [of such restriction] are comparable to similar arrangements entered into by persons in an arm's-length transaction.
It is likely there would be years of ongoing taxpayer challenges to any Regulations that would seek to override the application of the 2703(b) exception and apply a new default set of rules for transfer tax valuations involving family-controlled business interests. To avoid a protracted period of uncertainty, this portion of the Proposed Regulations may well be withdrawn or further limited.
- Comments/Hearings and Effective Date Procedures Regarding the Proposed Regulations
The Notice of Proposed Regulations provides for a written comment period, followed by a public hearing in Washington, D.C., on Dec. 1, 2016. To be considered at the hearing, written comments must be submitted by Nov. 2, 2016.
Given the broad scope of the Proposed Regulations, and given the numerous new rules, restrictions and interpretations they would impose, it seems likely that the final version of the Regulations will be modified significantly. The Proposed Regulations will be commented upon (and likely criticized) by any number of groups representing taxpayers and tax professionals (such as the American Institute of Certified Public Accountants, the American Bar Association and the American College of Trust and Estate Counsel).
The preamble to the Proposed Regulations indicates that the proposed changes, as reflected in the final version of the Regulations, generally are proposed to apply (i) "to lapses of rights created on or after October 8, 1990," and (ii) "to transfers of property subject to restrictions created on or after October 8, 1990," in both cases "occurring on or after the date these regulations are published as final regulations." The provisions of proposed new Regulation 25.2704-3, under which the newly defined concept of "disregarded restrictions" would apply in evaluating the rights of a family equityholder to have his/her/its own equity interest redeemed (i.e., without causing a liquidation of the entire business enterprise), are to be effective no earlier than 30 days after the final regulations are published.
As a practical matter, it seems likely that final regulations under Code section 2704 will not be issued until sometime in 2017, at the earliest.
- How Should Family Business Owners Plan Now?
The threat posed by the Proposed Regulations is considerable. If the regulations were to be finalized "as is," the traditional valuation rules applicable for federal transfer tax purposes to equity interests transferred between family members would be dramatically changed. The level of discounts for lack of control, illiquidity and the closely held nature of equity interests all could be reduced artificially and severely.
Accordingly, the topic of business succession planning and potential wealth transfer planning with closely held business interests should be considered with renewed vigor over the balance of 2016 by any individual with an estate potentially subject to the federal estate tax. If a senior-generation family member is willing to consider transferring equity interests in a closely held enterprise this year, then the ideal approach would be to plan and execute such transfers before Dec. 1, so that the transfers would be complete before these Proposed Regulations become final.
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.


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Florida National Guardsman Sentenced To More Than 24 Years For Attempting To Entice A Minor For Sex
Orlando, FL – U.S. District Judge Carlos E. Mendoza has sentenced John David Stahlman (35, Longwood) to 24 years and 4 months in federal prison for attempting to persuade, induce, and entice a minor to engage in sexual activity. A federal jury found him guilty on May 24, 2017.
According to testimony and evidence presented at trial, on November 10, 2016, Stahlman posted an advertisement on Craigslist seeking a "young 'looking' girl" for possible "physical pleasure." An FBI agent acting in an undercover capacity responded to the advertisement and introduced himself as the single father of an 11-year-old child. During a two-and-a-half-month period, Stahlman made plans to meet and have sex with the "child," and he eventually traveled to meet with the minor. Stahlman was subsequently arrested.
This case was investigated by the Federal Bureau of Investigation. It was prosecuted by Assistant United States Attorneys Alejandro J. Salicrup and Karen Gable.
This case was brought as part of Project Safe Childhood, a nationwide initiative launched in May 2006 by the Department of Justice to combat the growing epidemic of child sexual exploitation and abuse. Led by United States Attorneys' Offices and the Criminal Division's Child Exploitation and Obscenity Section (CEOS), Project Safe Childhood marshals federal, state, and local resources to locate, apprehend, and prosecute individuals who sexually exploit children, and to identify and rescue victims. For more information about Project Safe Childhood, please visit www.justice.gov/psc.