Is Trump’s $915 Million Tax Loss Connected to an Exotic Tax Shelter?
The news is out about Donald Trump’s $915 million of tax losses.
The real question is whether those losses were real economic losses, or just a tax artifice created by a clever planner.
Real estate developers like Trump benefit tax-wise from provisions that allow them to claim losses attributable to borrowed money. But those provisions are not a complete giveaway if the borrowing ultimately is repaid.
If the borrowing is not repaid, as we know to be the case of Trump’s casino debt, the tax law generally requires the person whose debt is forgiven to recognize income, which typically erases the tax benefit of those earlier losses. Even in those situations where debt forgiveness does not result in income, the borrower’s tax attributes are reduced by the amount of debt forgiven, and unused losses are at the top of the list of those tax attributes to be trimmed.
Could Trump have figured out how to have his cake and eat it too – that is, keep his losses for tax purposes, even while being excused from having to repay the borrowed money on which those losses were based? Yes, it is possible!
One possibility is that Trump’s lenders agreed not to expressly forgive Trump’s debt, but instead to sell their rights as lender for pennies on the dollar to an individual or entity close to Trump, such that it would never be enforced. This strategy is referred to as “parking” the debt. Some tax professionals like John Hempton at Bronte Capital and commentators like Josh Marshall at TPM have speculated this is the artifice Trump and his advisors engineered to preserve Trump’s huge losses and thus shelter close to a billion of future income from tax.
Does the tax law permit the parking of debt that effectively has been forgiven? Certainly not by design. If Trump parked the debt with a close relative, the tax code would have treated it as if the debt was forgiven.
Trump could have parked the debt with someone not so closely related or with a friend, but not if had an agreement that said person would not enforce the debt. Which means he’d be at severe risk, as the person could turn on him and enforce the debt. That would have been almost a billion dollar risk. It is hard to imagine Trump, his accountants and attorneys permitting that.
Could Trump have parked the debt with a corporation, trust or partnership he controlled? In a word, yes. Congress tried to prevent debtors from circumventing the law this way as well, but they inadvertently created a small crack in the law, which Trump just may have been able to squeeze through.
The tax code expressly identifies corporations, partnerships and trusts deemed too close to a debtor to purchase his debt without causing the debt to be deemed forgiven for tax purposes. Those rules were well written. After they were written, however, and not long before Trump faced his financial difficulties, Congress created a new type of entity for tax purposes only, the “real estate mortgage investment conduit,” or REMIC. Those rules state, in no uncertain terms, that certain partnerships, corporations and trusts become something else for tax purposes. They are expressly NOT to be treated as partnerships, corporations or trusts. Thus, unwittingly, Congress created a gaping yet little noticed hole in the rules that prevent parking debt with a controlled corporation, trust or partnership.
And Trump may have seized on Congress’ mistake.
The REMIC rules were enacted in 1986 to facilitate investment in mortgage-backed securities (yes, those securities that crashed the economy in 2008). A REMIC is a partnership, corporation or trust under the law of the state in which it is formed (usually, Delaware) that holds almost exclusively interests in mortgage debt, and satisfies a few additional statutory requirements related to the type of ownership interests (for example, corporate stock, partnership interests, or beneficial interests in a trust) it issues.
Congress anticipated that REMICs would hold entire pools of mortgage interests, but never specified a minimum number, which means a REMIC might hold only one mortgage – for example, the mortgage on a Trump casino – and still qualify. Or it could be multiple similar obligations.
A few clever tax lawyers realized that by qualifying a partnership, corporation or trust as a bastardized form of REMIC, they could circumvent the rules that prevent the parking of debt with a controlled entity to avoid debt forgiveness income.
Trump’s situation quite clearly lent itself to this exotic strategy. If he used a REMIC he controlled to purchase the mortgage debt on one or more of his casinos (and/or other properties) at a deep discount, the rules that prevent debt parking would not have applied to him.
The bottom line: Trump indeed could have used a debt parking strategy to preserve close to a billion dollars in losses for tax purposes even though he avoided the economic loss on which those tax losses were based.
Did Trump employ this strategy? Nobody knows yet, but it would explain why those losses still showed up on his tax return in 1995 and how he gamed the system for an enormous tax windfall.
The secretive and shady nature of whatever avoidance scheme Trump has used, which would clearly be on the edge of legality, even if putatively legal as Trump claims, would also very easily explain why Trump steadfastly refuses to make public any more of his tax return information.
It is also exactly why the public is entitled to see his convoluted machinations and judge for themselves his honesty. And, remember, all statutes of limitation, both criminal and civil, have long ago expired as to the 1995 and surrounding years tax returns. There is no legitimate reason whatsoever Trump cannot release them. Other than fear that what he is hiding is exposed.
Robert J. Lord, a tax lawyer and former Congressional candidate, is an associate fellow at the Institute for Policy Studies. Bob previously served as an adjunct faculty member at the Arizona State University School of Law. Bob’s work focuses on the relationship of tax law to inequality. He contributes to both the Inequality.org website and to OtherWords, the Institute’s national syndicated editorial service. Bob also is a staff member at Blog For Arizona, the leading political blog in Arizona.
quote”It is also exactly why the public is entitled to see his convoluted machinations and judge for themselves his honesty. “unquote
Honesty? Trump? Bwahahahahahahahahahahahaha.. hohohohohohohohohohoho…. hahahahaha hahahaha haha hah… Trump. Honesty. right.
You’ve missed your calling.
Hey now, that was meant with exactly the guffaw you are taking it!
Before these Trump tax records were released the Clintonites tried to convince us that Trump avoided these loses by dumping them on his partners so now they have to create a new spin to cover that lie and try to project some kind of guilt from these facts.
Most people can’t do a simple tax return so this supposed analysis about Trump’s losses and taxes is fact free speculation mixed with hieroglyphics to most readers. The IRS had no problem with these Trump business loses or his taxes in those years but we are suppose to see crime because some other Clintonite with some tax background says so.
It’s about abuse of the tax code. You would be all over HRC if the same could be said about the Clinton Foundation. Please be consistent in your standards.
The IRS had no problem with these Trump business loses or his taxes in those years but we are suppose to see crime because some other Clintonite with some tax background says so.
I bet the IRS does have a problem. It’s Congress that needs to do something. And until they do …..
Hahaha, you truly are a one trick pony aren’t you?
Dude. You’re the one over your head here. The guest contributor is a tax lawyer. I’ll trust his so-called ‘fact free speculation mixed with hieroglyphics’ (sic) over any puling about Clinton, whose tax returns have been made public along with those of the Clinton Foundation.
As for this: “The IRS had no problem with these Trump business loses or his taxes in those years” — you don’t know that yourself. Trump’s claim he’s being audited — and in audit for quite some time now — is a sign the IRS saw something which concerned them. Given New York State’s inadequate oversight of a charitable organization operated in its state by a celebrity New York resident, it’s not at all unlikely the IRS has a similar challenge and simply hasn’t yet nailed Trump on tax evasion.
You’re also over your head if you think this is just about Trump’s personal income tax statement.
Where are the other 137 companies registered? What’s in them? How’d it get there? Where are the returns for those 378 Delaware-based corporations? We have every right to be suspicious about these investment vehicles; many were suspicious about Cheney’s Halliburton holdings, or did you forget the former veep’s little conflict of interest problem already? Why shouldn’t we be concerned about a candidate who is less open about his finances than Dick fucking Cheney?
At a minimum: if we don’t have more details about these holdings, how will the American public know when he’s truly put all his investments into blind trusts? Why shouldn’t we be concerned about this right now, a month before the election, when neither he nor his children appear to understand what a “blind trust” is?
For that matter, why shouldn’t we be concerned about a defense of that slack-handed, misogynistic and racist, ethically-challenged Cheeto-for-brains?
Indeed. In fact, Trump pretty clearly used at least some corporate structure so as to create pass through income. We do not know to what extent without the transparency of production of the returns.
Also, as pointed out in the post, there is absolutely no basis to claim that the IRS was good with all of it. It is quite possible that they found irregularities and/or illegalities and reached a consent accommodation without further punitive action, same as occurred to Trump in the 2000’s.
Perhaps this is a silly question, but where would such REMICs be found in the tax records, especially since (if I read this correctly) parking means “dump and forget” with minimal interaction with Trump himself (the distance rule)? It reinforces the comment that I read last week about how Trump exemplifies the problems in the tax code.
You have to file a form to become a REMIC, so that’s where you’d find the record. But, of course, htat’s confidential, and Trump isn’t talking.
It’s also likely Trump had huge non-cash depreciation losses with very little of his own cash invested. Those would also carry forward. However, they are normally recovered when property is disposed of. Subsequent year returns would disclose that offsetting non-cash income, or another dodge employed by Trump’s CPAs.
Our tax code is designed by and for the rich. Until it is reformed, big money has ways and means to avoid the tax man. Hillary and the Bill, Hillary and Chelsea Clinton foundation are no better than Trump. Like Bernie said, we’ve got a corrupt political system and it won’t get better until we have a political revolution. There is no lesser evil this year, only horrid in different ways.
I agree that our tax system favors the wealthy but Trump didn’t write the tax laws and anyone can take advantage of the business loss/tax benefits we’re discussing. Many corporations in the US have paid little or no taxes because of these rules, GE is an example but I’ve also taken advantage of these benefits and received tax breaks equal to about one third of the loses I claimed. Business loses, loses from long term stock sales and I think even gambling loses can be claimed against future tax liabilities even if they are tiny compared to what the wealthy investor class recovers. Only part of the actual loses are recovered from these tax relief rules but they are an incentive for people to try again and hopefully do better.
I also took advantage of the accelerated depreciation schedules enacted in the ’80s for my AZ farm and we ended up owing no federal tax that first year so these tax laws helped small business people who were willing to invest and take a chance on our own initiative.
Been wracking my brains to figure out how he’s laundering identity and money — the use of the charitable foundation certainly looks like a form of laundering when he’s directed entities which owe him money to pay the foundation instead. He avoids income tax, the payee makes a ‘donation’ which may qualify for a write-off, and the money comes out in the form of goods or services purchased by the foundation but used by Trump. He makes it look like he’s doing some small amount of foundation business, but the value of the goods+services exceed the value of any work he’s done for beneficiaries of the foundation (if there are any).
Two other things bother me: 1) his known financial holdings reported in his candidate disclosure statement to the FEC, and 2) his poorly-researched presence in the Panama Papers.
1) If Trump really has $1.3B in an assortment of investments, if he were to earn a very conservative 3% a year from dividends or liquidated holdings, he’s still hauling in $39M just from these investments. Doesn’t include speaking fees, royalties, any other forms of income. Has this been reported in his tax returns and he doesn’t want to reveal he’s not paying taxes on this much money in part because of ‘donations’? Or is he moving this income offshore somehow and he doesn’t want to reveal how he’s done this?
Some of the investments look iffy because they aren’t optimum choices on the face of it. Like the Baron funds with much higher than average fees. What if the fees are not paid solely to the fund+fund manager? What if there’s a premium/finder’s fee/rebate paid to the investor?
And of course we don’t know if any of the funds invested are used in dark pools, with returns not visible to any oversight. Just seems odd so many of his investments besides real estate and casinos appear to do worse than the market.
2) Trump’s portion of the Panama Papers contained some sketchy stuff — smells a bit, but nothing obviously bad to the eye. One deal does look off in particular: the Trump-branded development in Panama, which declared bankruptcy. Wonder how many investors cut their losses and sold their holdings in the development, which were then bought for pennies on the dollar using debt to do so?
All speculation, of course — have no idea if I’m close at all. I’m struggling to think like a criminal.
That would be a criminal with a battery of high priced accountants and tax lawyers. Not that there is anything wrong with nice attorneys……
Hey, everybody’s gotta’ make a living — grave diggers, dog catchers, sewer cleaners, lawyers, Trump fluffers…
Thank you, thank you very much!
Money laundering? I’m reminded of the premise of “The Producers” to bury a large amount of cash on a show that would die after one night. Since it appears Trump has worked out how to leave others holding the bag, perhaps he’s worked out how to “on paper” take hits. I think the campaign provides a clue, since as a campaign it is doing poorly on fundraising but is paying lots of cash to Trump’s businesses.
Ironically, that is VERY analogous to the bigger issue regarding Trump’s probable charity foundation scam. Self dealing.
It is almost like there is a pattern!
Of course, Donald would promise us, with hand on heart, not to do anything similar with government resources, policies or practices while in the White House. Reminds me of the proverb about sitting down at the poker table and looking round at the other players. If you can’t spot the sucker, it’s you.
Trump, as does every other real estate mogul, constantly replays schemes that work, with enough variation to keep them working. (That’s also true of corporate America generally, and the oil industry in particular.) Beating the tax man is job one. This works in part because the super rich have more and better tax and trust lawyers, accountants, other “specialists” and other resources than any national tax authority; because the regulatory regime is commonly at least partially co-opted by them (leading to no or weak enforcement); and because the tax man is concerned with net effects that occur in any given tax year. Thus, one way to cover an unavoidable giveback of tax benefits in any tax year is to offset the related taxable income by incurring new tax losses from other deals in the same tax year. This is a preoccupation of the average CFO and his or her boss, especially those working in cyclical industries such as real estate or automotive.
Nicely framed. The methods aren’t secret, just arcane. The rich have high powered professionals dedicated to executing them. Us mortals are not fluent in exotic provisions of the tax code so we tend to flail about supposing things in our ignorance.
“Us mortals are not fluent in exotic provisions of the tax code so we tend to flail about supposing things in our ignorance.”
Well said, Lefty 665, As Honest Don Trump said several months ago, talking about business bankruptcies, “I can make money doing these; you can’t; the system is rigged.”
As George Carlin observed “They’re members of a club and you (& I) ain’t in it”.
While the Donald was playing big league and taking a huge loss, most of which I don’t think is recoverable through taxes the Clintons were taking the Used Underwear deduction on their tax return. This is the difference between petty grifters and a middling capitalist pig.
Trump doesn’t like to talk about these losses because they are embarrassing and for a successful capitalist to admit he doesn’t have a perfect business record.
“he doesn’t have a perfect business record.”
Six bankruptcies is far, far from a perfect business record. But nice of you to defend that poor, humble man with the gold-plated home based on the known record; might even be more bankruptcies since we’ve only seen the minimum financial reporting required by the FEC and not his tax returns.
Rayne, So far with the bankruptcies and tax returns, there’s no indication he did anything illegal. What you’re railing against is the law. It looks like he took full advantage of that. He played by the rules, and they suck.
I’ve got no more use for Trump than you do, but remember that the Sanders campaign was about a corrupt political system in the US. He said we need a political revolution. Fat cats rigging the tax and bankruptcy laws are exactly what he was talking about, but only part of his message.
Perhaps you might redirect your ire to the Dems who conspired to rig the primaries and defeat him, and who helped pass the tax and bankruptcy laws you dislike. NeoLibs are the economic equivalent of NeoCons. Both are disasters and both are in uncontested control of the Dems. There is no lesser evil this year, only different variations on terrifying.
Without the tax returns we can no more claim he was within the law than conclude he wasn’t. In fact, one data point we know from casino commission disclosures was that in the early to mid 2000’s Trump was forced to enter into an accommodation/consent agreement with the IRS that penalized him by disallowing and/or limiting avoidance modalities for a certain number of years going forward. While that does no constitute a recorded civil or criminal sanction, you only get to such a point by having used avoidance devices or improper amounts that the IRS found bogus and abusive. There may well be other instances of this too, we just don’t know. We do know he has had these problems before and is hiding something significant.
Thank you. The lack of transparency is a very real issue.
I expect your inferences are right. My long ago tax professor used to say, make sure you declare all the income, then on the deduction/loss side all you’re into is a debate about whether it’s allowable or not. All the IRS can do is fuss at you.
My inference is that part of Trump’s refusal to release current returns that are under audit is to keep anyone from picking at deductions/losses/avoidance schemes that are eventually disallowed. Just exactly the scenario you suggest, and the outcome the result of very high level jousting between Trump’s CPAs, tax lawyers and the sharpest knives at the IRS over fine points of the tax code designed to serve the very rich.
Your making a loaded false assumption assuming the IRS is incompetent and allowing Trump to hide ‘something significant’ whatever that means.
The fact that the IRS has all of these tax returns and no charges of any type have been filed, against Trump, ever means these returns are legal and proper even though the IRS disallowed one technical ‘avoidance device’ publicly one time. This type of legal dance is what keeps tax lawyers in business and they win some and lose some of these battles.
This legal tax avoidance portrayed as somehow illegal is a thin gruel meme but Clintonites seem to thrive on this pap while most everyone else are more interested in the real issues dividing these candidates.
Lefty, re-read what I wrote. I don’t like the tax code, but that’s not the problem I wrote about. Trump has a massive record of unethical and illegal behavior. His repeated refusals to release his tax returns AND other indicators of financial malfeasance are absolutely unacceptable given his history, let alone the fact he rejects the level of transparency needed to perform as an unconflicted representative of the public.
I went to B-school and in spite of my alma mater’s neoliberal bent, even Trump’s business behavior would make a test case for WHAT NOT TO DO IN BUSINESS. I would certainly never entertain entering a contract of any kind with a repeated failure like Trump, based on what I learned in B-school and later in the business world. Pardon me all to fucking hell if I don’t feel like giving this skeevy douchebag the nuclear football.
Save your defense of Trump’s supporters for another blog, will you? You’re doing yourself no service.
Read bmaz’s comments. Without more information we don’t know enough to characterize Trump’s activities as “massively illegal” and “Indicators of financial malfeasance” as you preemptively judge. As you note, Trump’s lack of transparency is itself an issue. bmaz and I talked in another post that there is likely to be a post election reckoning for Trump. I personally expect it will be well deserved, but don’t jump to unsupported conclusions as you do.
I too went to B school and while I agree Trump would be no model (neither would folks like Jamie Diamon, Timmy Geithner, et al), I apparently learned a little more about accounting and tax law than you did.
You and I agree on not giving Trump world ending nuclear power. Pardon me all to fucking hell if I don’t feel like giving the other skeevy douchebag NeoCon the nuclear football either, to parallel your elegant phrasing.
You profoundly mis characterize my comments. I explicitly make no defense of Trumps supporters, or Hillarys for that matter. In your own words “You’re doing yourself no service.” While you and I have disagreed from time to time I expect better from you than that kind of phony cheap shit.
I will pick up the ball in “defense of Trump’s supporters” to do “yourself [a] service.”. I have no skin in the game and time on my hands, and bmaz is about ready t nuke me, anyway…
You wrote, “I don’t feel like giving this skeevy douchebag the nuclear football.”
If I may be rational and objective [with apologies to Marcy if rationality and objectivity are her territory exclusively on this blog], electing Donald Trump President putting the “nuclear football” into his hands (or the “button under his thumb”) is the best of all possible reasons for electing Donald Trump President: That “football”, or “button” should not be in any one human being’s hands, or under any one person’s thumb. If it is, that it is is a clear oversight, and, of course, evidence of the obvious, that America’s Congress is a double box of rocks able to rattle but not roll.
Elect Hillary President and the rocks will rattle on as usual and always, and the football (or button) will remain on the table for any President to pick up (or press).
Elect Trump President and the rocks will suddenly wake up and finally get rolling to curb that kind of power (and other Constitutionally inappropriate powers) from the executive, to keep it out of the Donald’s “irresponsible” hands (or from under his thumbs).
A President Trump in the Whitehouse, with Executive Powers and Executive Privileges, which have been allowed by courts and congress to amass in the Presidential Office, as never intended by the framers of the Constitution, will suddenly be front and center in the attentions of those whose responsibilities were to check and balance and safeguard against those powers, footballs, privileges, buttons, etc. being a President’s exclusive toys.
Finally, maybe, something will get done to check the powers that have gone unchecked and to balance the government, and maybe stop the careen into police state Nazism.
Your habit of long-winded meandering rants usually tunes me out. But this:
Utterly shoots your cred, period. With a transition team and a staff appointed by Trump and the GOP, supported by a Congress likely to remain GOP- led, you actually believe this is the safest bet for the world?
I’ll skip your comments henceforth.
Yer cracking me up.
Regarding the alleged illegality of Trump’s tax positions, the most recent released tax return data is apparently 20 years old. That’s both ancient history and an indicator. It suggests Donaldo is a hider, a liar (his supporters might concede he exaggerates), even by the standards of political campaigning, a ruthless and aggressive employer of other people’s lives and money. His relentless contempt for meager wage earners demonstrates his brutality and sense of privilege. (Being born with a platinum spoon in his orifice does not help). The more recent disclosures about his private charity suggest tax compliance is not as important to Donaldo (or, frankly to any CEO or CFO) as beating the system. It’s a measure of the size of his cajones. That such a personality is going to such great lengths to avoid further tax return disclosures strongly suggests that there is much to hide. We should employ the same skepticism about Donaldo – and Hillary – that any of us uses in our daily lives when dealing with a candy thief or the seller of a used car, a used house or a used politician.
Think that is about right. Which is why I don’t think Lefty was wrong, above, to say there is no proof of illegality. There is not. And it is not wrong to acknowledge there is no evidence of civil or criminal action against Trump. That is a valid data point.
By the same token, as I keep pointing out, thanks to some collateral disclosures Trump had to make to state casino commission in the 2000’s, we do know for a fact that a very substantial consent agreement was entered into by Trump with the IRS to resolve problems they found. And then there is the Foundation. I am no charitable trust/tax lawyer, but there appear to be numerous cut and dried violations there, and the registration violation would look to be the least of them.
We may not can convict him yet, but there is not just smoke, but some real fire there by all available evidence.
Hey bmaz, I’d been thinking in terms of federal laws regulating charitable contributions, but eventually the light bulb went on. Schneiderman’s demand for audited financial reports would give him what he needs to very quickly pursue violations of New York state laws that are likely similar to the federal ones.
I’d figured Schneiderman was going mostly for dramatic press conferences and making a big stink. But, he could have substance before election day with none of the IRS or DOJ reluctance to disrupt the election. Since he’s got access to the federal 990s he could have evidence worked up and ready to go when Trump files with him. There aren’t many transactions, it would not take long to verify that the numbers tie back to the federal forms. Trump’s got a different problem if they don’t foot.
Absolutely right. And if you recall the cease and desist notice the NY AG sent Trump Foundation, it specified a 15 day period. Now despite all the clamor it caused, that appears to be a very standard template letter that parrots the exact language contained in the applicable NY statutes. And that is not just to properly register, but to submit the necessary back documentation.
The 15 days is not arbitrary, it is specified. I’ve no experience in NY, but in the jurisdictions where I do, it would normally be pretty easy to get an extension on that. Here, I’ll hazard a guess Scheiderman will not agree to one.
Which brings us back to your note that there are not that many data points that need to be considered here. It could, conceivably, be done rather quickly. Will be very interesting to see how this games out. Exciting!
With all the big numbers floating around, how bizarre, but fitting, it would be to have these relatively minor ego balm dollars blow up the election. This isn’t even enough money to get a donor to the Clinton foundation a meeting with the Secretary of State.
Which orifice, the one he talks out of? Oh wait, that’s ambiguous. What you’ve got to say about Trump rings true. He and Hillary are like icebergs, there’s far more hidden than seen. They are very much alike in their secretiveness, and deserve similar scrutiny because of it.
Considering the amounts of money over many years it is really rather remarkable Trump has not had more than one tax dodge loss in his wrangles with the IRS. It would not be a surprise to find there were more, but we may never know. I expect he does not stiff his CPAs and tax lawyers, and they appear to have mostly complied meticulously with the law as they have helped have it written. Trump was right, the system is rigged for the rich. He knows, he helped rig it.
It is ironic that Trump may in the end get dinged for the wrongful use of donations to his foundation. The foundation was simply ego candy for Trump, and it appears they did not pay attention to the laws regulating how charitable donations from the public can be used. Seems sort of like popping Al Capone for tax evasion rather than extortion and murder. But, we likely won’t know anything for sure on that front until after the election. Gives us something to look forward to in ’17. Lord knows we’re going to need it.
Rayne vs Lefty.
Rayne is the winnah.
Trump belongs behind bars. Did he break the law. Yes.
Sorry, Lefty, your Clinton-hatred loses you the game
Just back from Atlantic City. Stayed at Bally’s. The Trump Taj Mahal will close on October 10th…….. Fucking Trump belongs in San Quentin, along with Christie as cell mates.
Thank you for your verdict BS Librul. Your opinion, as usual, has never been better.
Put Hillary in the next cell along with Wasserman-Schultz and we might be getting somewhere. You don’t seem to have figured out that there’s no lesser evil this year, just horrid in very different ways. It’s terrifying, and hate has nothing to do with it.
Curious you’d choose a California state prison, the crimes are mostly federal and not obviously committed in California. But then neither geography or this governance stuff have been among your strong suits. You do much better with blind partisanship.
Have a nice day.
Hiya, BSL! Missed seeing you in comments. Hope you didn’t lose too much cash in Atlantic City.