its hotel management contracts.     For

the most part, Connolly simply continued to serve as the onsite

manager of the Gateway Hilton.

     In late 1983, Prudential awarded to MHM the hotel management

contract for the Twin Sixties Hotel.     Shortly thereafter, MHM and

Essex Partnership modified their representation and marketing

agreement to provide that MHM would pay 70 percent of its

management fees from the Madison Hotel and 57 percent of its

management fees from the Allentown Hilton and the newly acquired

Twin Sixties Hotel management contract.    On January 1, 1986,

Connolly executed a new representation and marketing agreement on

behalf of GHM which provided that GHM would pay to Essex

Partnership 40 percent of the fees earned on the Gateway Hilton

and Midland Hilton management contracts.

  -308-

     Century Industries was a partnership organized in 1979, and

its partners were the Bea Ritch Trusts, Solomon Weisgal

(individually and for his own account, rather than as trustee of

the Bea Ritch trusts), and Earl Chapman.   The 25 Bea Ritch Trusts

(collectively), Weisgal, and Chapman each held one-third

interests in the partnership.   The partnership’s objective was to

engage in highly leveraged investments in which the partners

would contribute relatively minimal amounts of their own capital.

The partnership was ultimately unsuccessful in such investments.

     In early 1980, the partnership was reconstituted.    Chapman

withdrew from the partnership, new partners were admitted, and

the partnership’s investment focus was changed.   The

reconstituted partnership purportedly would engage in investments

in which its partners would be