DEEN, Presiding Judge.
Frederick L. Willis III contends that he purchased 3,500 shares of Healthdyne stock in 1972 for $2 per share and that he gave a nonrecourse note which was secured by the shares as consideration. Healthdyne claims that Willis defaulted on the note and, pursuant to an agreement between the parties, the certificate which represented the 3,500 shares was cancelled and the shares were distributed to another
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