California Court Reins In a Family's 20-Year Equalization Fight — Equalization Clause Lessons

Family trust litigation often turns on a single sentence buried in an otherwise routine distribution clause. A new published opinion from California's Fourth District shows exactly how much can ride on that sentence, and how far a trial court can stray from it when a family's finances have been informal for decades.

The case involves an equalization clause. Families include equalization language in trusts for a clear reason. Parents want the children treated fairly. One child borrowed money. Another received a down payment. A third never asked for anything. The parent does not want the last accounting to pretend those transfers never happened. So the document says, in substance: treat unpaid loans and unequal gifts as advances, and adjust the shares. That is a sensible idea. It is not a license to reopen two decades of rents, sales, and informal family bookkeeping under the heading of “fairness.” A California appellate court has just drawn that line in published language that is useful anywhere a lawyer drafts a hotchpot or equalization clause, including Ohio and Missouri.

The Trust and the Fight

Jean Sandford created a trust in 1998 for her five children: Debra, Linda, Mark, Michael, and Pamela. She restated it in 2000 and named all five as successor trustees. The trust called for equal shares, but it included an equalization provision. That provision did two specific things. It said any unpaid loan from Jean to a child would be deducted from that child's share. It also said unequal lifetime gifts would count as advances against each child's share, with the trustee making adjustments to even things out.

Over the next two decades, several siblings managed family properties and finances in a loose, informal way. Family members executed quitclaim deeds, sold property, and entered into rental arrangements. When tensions boiled over, Debra and Linda petitioned the Orange County probate court for an accounting and to remove Mark and Michael as trustees. Mark and Michael counter-petitioned to quiet title to two disputed properties.

What the Trial Court Did

The Superior Court sided with Debra and Linda on nearly everything. It conducted what the Court of Appeal called an extensive audit going back twenty years, and it treated years of rental income and sale proceeds from family properties as early distributions subject to the equalization provision. On that basis, it ordered offsets against Mark's and Michael's shares, removed them as trustees, required formal accountings, and awarded Debra and Linda their attorney fees out of the trust.

Notably, the trial court also found that separate claims against Mark and Michael for financial elder abuse and breach of fiduciary duty were barred by the statute of limitations. Those claims did not survive on their own.

Mark and Michael appealed

What the Court of Appeals Held

The panel reversed the equalization rulings. Its reasoning is the part worth reading closely. The equalization provision, the court held, permits a reduction only for unpaid loans and unequal gifts. It does not reach rental income, sale proceeds, or the broader universe of informal financial dealings the trial court had folded into its twenty-year audit. The provision's language was plain, and the evidence showed Jean was focused specifically on unpaid loans when she wrote and later restated the trust. That left no ambiguity to interpret.

The more pointed part of the opinion addresses why this mattered so much. The court noted that if Mark and Michael had genuinely engaged in misconduct in those property transactions, the trustee would have had a cause of action against them. But the trial court had already correctly found that any such claims were time-barred. The Court of Appeal held that the trial court could not use the equalization provision as a workaround: it could not achieve, through a twenty-year "equalization" accounting, the same result that a time-barred breach-of-fiduciary-duty claim would have produced. Because the equalization orders fell, the attorney fee award built on top of them fell too. The court affirmed the rest of the judgment, including the denial of the quiet-title claims and the removal of Mark and Michael as trustees, and sent the case back for further proceedings.

Why this Case Belongs in a Drafting File

Two lessons stand out, and both are ones worth building into how you draft and later defend an equalization or hotchpot clause.

First, courts will read these clauses narrowly, not functionally. A clause that lists "unpaid loans" and "unequal gifts" will be read to mean exactly that, even after decades of family conduct that looks, informally, like a much broader running account. If a client's actual intent is to true up rental income, property use, below-market sales, or any other benefit one child received at another's expense, the clause needs to say so. A drafter who wants a true "hotchpot provision," one that sweeps in the informal financial reality of how families actually behave, has to enumerate that reality or use deliberately broad catch-all language tied to the trustor's overall intent. "Loans or gifts" will not stretch to cover it later, no matter how sympathetic the facts.  

Second, an equalization clause is not a substitute for a timely claim. This is the sharper point. A beneficiary, or a trustee acting for the beneficiaries, cannot let a breach-of-fiduciary-duty or elder-abuse claim go stale and then recover the same ground by recasting the same transactions as an equalization adjustment. If the underlying claim is time-barred, a court will not let an accounting theory function as its replacement. That cuts both ways for drafting: a broadly worded equalization clause is not a way to build in a permanent, limitations-proof audit right, and a client relying on one for that purpose is relying on something the clause cannot deliver.

The opinion is Sandford v. Sandford, Nos. G064699 and G065223 (consolidated), Cal. Ct. App., Fourth District, Division Three, filed and certified for publication September 2, 2026, on appeal from the Orange County Superior Court. 

Because the opinion is only days old as of this writing, it's worth checking the docket before citing it for whether a petition for review has been filed with the California Supreme Court.

What the Murdoch Trust Fight Teaches Drafters of Trust Amendment Clauses

Most trust litigation stays quiet. The filings get sealed, the settlement gets signed, and the rest of us never see how a judge actually weighs a trustee's motives against a trust's own terms. A newly unsealed Nevada probate file breaks that pattern, and it is worth a close read by anyone who drafts or administers an irrevocable trust with an amendment power built in.

The Background

The Murdoch Family Trust, an irrevocable trust, controls the family's voting stakes in Fox Corp. and News Corp. In late 2024, Rupert Murdoch pursued a restructuring effort internally called "Project Family Harmony." The plan would have let him appoint additional trustees with authority over the trust and its controlling shares in the two companies.

A Washoe County, Nevada probate commissioner, Edmund Gorman, reviewed the plan and recommended that the court deny it. His 96-page recommendation was filed in December 2024, but it stayed sealed until January 2026, when the Nevada Supreme Court forced its release. That is the file that, at least, new outlets can now read.

What the Commissioner Found

According to the unsealed recommendation, Gorman concluded the restructuring was built to cement son Lachlan Murdoch's control of the two companies after Rupert's death. He also found it was meant to preserve Rupert's editorial legacy and reduce the influence of his son James Murdoch, seen as the more liberal of the brothers.

That finding mattered because the trust's own language required any amendment to serve the beneficiaries as a group, not to advance one branch of the family over the others. Gorman found the trustee, Cruden Financial Services LLC, and the three managing directors who approved the plan acted in bad faith, abused their discretion, and breached the fiduciary duties they owed to all the trust's beneficiaries. He found the amendment's sole purpose was not the beneficiaries' benefit, as the trust document required. As This Is Reno reported, Gorman wrote that the plan amounted to an effort "to stack the deck in Lachlan's … favor."

Why the Internal Name Became a Problem

"Project Family Harmony" is the kind of label a client or a trustee's advisor picks without thinking much about how it will read years later in a public court file. Once the commissioner concluded the plan actually favored one beneficiary at the expense of others, the internal name became evidence of the gap between the stated purpose and the real one. The Associated Press, in a report carried by PBS NewsHour, noted that Gorman's own opinion used the phrase "carefully crafted charade" to describe the plan.

That is a lesson worth repeating: trust names, internal project names, talking points, and strategy memos do not disappear. If a plan cannot survive being read aloud by a skeptical judge, its name will not help.

Three Drafting and Administration Lessons

The case, and the unsealed determination, offer three lessons: 

• "Sole Benefit of the Beneficiaries" is not Decorative Language: Many irrevocable trusts include a clause requiring that any amendment serve the beneficiaries' collective interest. This case shows a court applying that standard the way it is written, not as a mere formality. If a proposed change is designed to benefit one beneficiary's position over the others, the standard clause is enough to defeat it, even without proof of self-dealing by the person exercising the power.

• Broad Appointment Powers Deserve Real Limits: The amendment here would have let Rupert Murdoch appoint additional trustees with authority over the trust and its controlling votes. A power that broad, held by one person or one branch of a family, is exactly the kind of provision that invites a bad-faith challenge later. When you draft an appointment or modification power into an irrevocable trust, build in a check: an independent trust protector, a defined and neutral process for adding trustees, or a requirement that any amendment be tested against the sole-benefit standard before it takes effect.

• Process is Evidence: The commissioner did not just look at what the amendment said. He looked at who devised it, why, and what the trustee and its directors did when they approved it. That means the process a trustee follows before approving a significant change- board minutes, outside counsel involvement, documented consideration of all beneficiaries' interests- is not paperwork for its own sake. It is what a court will examine first if the amendment is ever challenged.

A Caution on the Posture of this Case

Gorman's findings are a probate commissioner's recommendation to the district court, not a final appellate ruling on the merits. The file only became public because a state supreme court forced disclosure of a sealed record, which is itself a reminder: sealing a trust fight does not make it permanent. If your client's family later disputes the seal, or if a beneficiary successfully argues for access as this one did, the internal reasoning behind an amendment can surface years later, read by people the trustee never anticipated as an audience.

For drafters, the practical takeaway is simple. Write the amendment power narrowly, tie it explicitly to the sole-benefit standard, and assume that someday, someone besides the family will read the file.

New York Times Co. v. Second Judicial District Court, No. 89347 (Nev. Dec. 23, 2025):
https://caselaw.findlaw.com/court/nv-supreme-court/118075965.html
Thanks to Wealth Strategies Journal for reporting the case. 

Can’t We All Just Get Along? Fostering Family Harmony in Estate Administration

Estate administration can test even the closest families. Old resentments surface, expectations clash, and grief and money can turn minor misunderstandings into lasting rifts. The worst cases devolve into violence.

The good news is that this conflict and its consequences are largely preventable. Thoughtful planning and deliberate communication can significantly reduce the friction that so often accompanies the settling of an estate,  and that holds true both before death and after it.

The Power of Family Meetings

A central theme of effective estate administration is transparency. When beneficiaries are left to speculate about why certain decisions were made, or when information dribbles out slowly and unevenly, suspicion grows. Regular, structured communication counters that tendency.

One practical step is to hold family meetings at two critical points. The first occurs after the estate-planning documents have been signed. In a calm setting, or via video conference,  the parent or grandparent can explain the plan's overall structure, the reasons for choosing particular fiduciaries, and the broad philosophy behind the distributions. None of this requires disclosing every account balance. This conversation gives the next generation a narrative. It replaces guesswork with understanding, and it often defuses issues that would otherwise erupt later.

Who attends is worth thinking through as carefully as what gets discussed. At minimum, that means the people actually named to act: the successor trustee or executor, and any agents under a financial or health care power of attorney. Adult beneficiaries typically belong in the room too, especially if they're the audience the meeting is meant to reach. In-laws, caregivers, and other family members with no formal role are usually better left out—not to keep secrets, but to keep the conversation focused on the plan rather than who else is in the room. 

One common exception is a beneficiary's spouse in a genuinely stable, long-term marriage, particularly where the spouse is instrumental in the family, such acting as a caregiver for an in-law, nephew or niece; some families include them deliberately, on the theory that excluding them just moves the conversation to a kitchen table the parent isn't at. 

Whatever the structure of the meeting, it's worth memorializing in some way: a short follow-up letter summarizing what was discussed, a brief note in an attorney's or financial planner's file documenting who attended and what was covered, or, where the client is comfortable and with advice of counsel, a recording of the parent explaining their own reasoning. That contemporaneous record often bridges a later dispute and a quick resolution. 

For a client who values privacy above all else, the meeting can be scaled back accordingly. The details can be limited to what successor trustees or executors need to act quickly when the time comes—where the documents are kept, who to call, and what the first steps look like—without walking through account balances or distribution shares. At minimum, health care agents should leave with their own copy of the health care power of attorney in hand, not just a description. A document that exists only in a binder at the lawyer's office does an agent no good in an emergency room at eleven at night.

The second meeting should take place early in the administration process. This might be shortly after death, or after a principal's incompetency, incapacity, or move to a facility. Within the first several weeks, once the immediate arrangements are behind the family and before a vacuum of information has time to form. The fiduciary and the beneficiaries gather, in person or by video, to review the roadmap: what the documents say, what the realistic timeline looks like, what information will be shared and when, and how questions will be handled. Counsel may or may not be involved in this meeting. Counsel will generally advise participation, but the family may want to forego the cost and expense.  Regardless, putting issues on the table early, while allowing everyone to be heard, reduces the sense that decisions are being made behind closed doors.

These meetings echo a point we have emphasized in earlier articles about late-life planning. Last-minute changes to wills or beneficiary designations, especially when made in isolation, often spark litigation—the "magical mystery tour" of contests, delays, and legal fees. Plans explained while the creator can still answer questions tend to move more smoothly.

Logistics Matter

Where and how a family meeting happens is not just a scheduling detail. It can be a safety decision. Grief, anger, and old family resentment do not always stay contained, and a disputed inheritance is one of the more reliable ways to bring years of tension into a single room at once. The worst cases remind us that gathering everyone in one room is not automatically the safest way to have this conversation.

A telephone or video conference is worth considering for exactly this reason. It lets every participant speak candidly without anyone in the room being able to physically intimidate, loom over, or threaten another person. No one can block a doorway, corner a sibling in a hallway, or let a raised voice turn into something physical. The conversation still happens. The safety risk that comes from putting people in the same physical space does not. This matters most when a participant's judgment or self-control may be compromised by a mental or physical disability, an active illness, acute grief, or plain rage, or when someone has already said or done something that signals real hostility. In those situations, a video call is not a lesser substitute for meeting in person. It is the more responsible choice.

Video also preserves something a phone call loses. Everyone can still see faces and read tone, which keeps the meeting feeling like a family conversation rather than a conference call about someone else's inheritance.

When a family genuinely prefers, or needs, to meet in person, a neutral location is worth considering over a private home: the attorney's conference room, a library conference room, a hotel meeting room, a church or senior center.  These might be preferable to a family member's kitchen table. A professional setting tends to keep behavior more measured, and it gives the attorney or fiduciary a natural, non-confrontational way to end the meeting if it starts to go sideways. Whatever the format, decide in advance and say plainly to all involved: the goal of the meeting is a calmer estate, not a reenactment of the conflict the plan is trying to prevent.

Choosing Fiduciaries with Harmony in Mind

The choice of executor or trustee is another frequent flashpoint. Naming one child over others, or naming co-fiduciaries who do not work well together, can place family members in adversarial roles. A corporate or independent fiduciary often serves the family better when relationships are already strained, when there is a blended family, or when the assets or tax issues are complex. An institutional trustee brings process, experience with difficult dynamics, and, most importantly,  neutrality. No sibling is left feeling that another sibling holds unchecked power over the inheritance.

That said, an institutional trustee is not free of trade-offs. It charges a fee, and it will not know the family's history the way a sibling or a longtime family friend would. Families who want neutrality without fully giving up a personal touch sometimes turn to a specific type of corporate trustee built for this role, name a corporate trustee alongside an individual co-trustee, or reserve certain personal, non-financial decisions to a family member while the institution handles the accounts. The right balance depends on exactly how much conflict the family is trying to insure against.

This recommendation aligns with the broader planning philosophy we have discussed for resilient estate plans. A well-structured revocable trust administered by a capable trustee, family or professional, generally produces less conflict than a collection of payable-on-death designations, joint accounts, and beneficiary forms that can be changed with little formality or oversight. Clear fiduciary authority, coupled with the duty to inform and account, creates a framework that is harder to attack and easier to understand.

Building Conflict-Resistance Into the Plan

Meetings and communication matter, but a well-drafted plan can also do some of this work on its own. A few tools worth considering:

A no-contest, or in terrorem, clause conditions a beneficiary's share on not challenging the plan, or, in a broader version, not challenging a wider range of the decedent's estate-planning decisions.  It does not stop a determined challenger with nothing to lose, but for a beneficiary who is already receiving a meaningful share, it raises the cost of a marginal or tactical contest considerably.  Some Ohio practitioners use a “peace and tranquility” clause, a provision that charges a beneficiary’s share with the cost of nuisance objections or delay. Local tradition attributes a humane version of that idea to drafting associated with the late Judge Willard F. Spicer, longtime Summit County Probate Judge.

A trust protector is a neutral third party, separate from the trustee, given specific authority to interpret ambiguous provisions, resolve disagreements among co-trustees, or make limited administrative adjustments as circumstances change over the years a trust may run. For a trust expected to last decades, having someone who can settle a genuine ambiguity without a trip to court is often the difference between a disagreement and a lawsuit.

A mediation or arbitration clause keeps disputes that do arise out of open court. That matters for two reasons. Litigation is public record and adversarial by design; the process itself can end a family relationship the estate plan was meant to protect. Requiring mediation first, with arbitration as a backstop, gives a family the chance to resolve a disagreement without that added damage.

Prevention Still Beats Damage Control

Many of the disputes that arise during administration have their roots in decisions made, or avoided, years earlier. Plans executed in a hurry near the end of life carry real risk. As we have written in our articles on late-in-life planning, courts will look beyond the words of a will or trust when the circumstances surrounding its signing contradict what those words claim to accomplish. A plan signed in isolation, shortly before death, with no contemporaneous record of the reasoning behind it, is exactly the fact pattern that invites that kind of scrutiny. Planning undertaken while capacity is clear, documented carefully, and communicated appropriately stands on firmer ground, both legally and relationally.

Consider two versions of the same family. In the first, a parent quietly rewrites a trust two months before death, after a hospitalization, without telling anyone. The children learn of the change at the reading of the trust, alongside a diagnosis they never knew about and a rewritten distribution scheme they were not prepared for. Litigation follows almost as a matter of course. In the second, the same parent made a similar change two years earlier, walked each child through the reasoning at a family meeting, and had a physician's and counsel's contemporaneous capacity note document the change. The outcome may be identical on paper. The family's experience of it, and the odds that it survives a challenge, are not.

Supported decision-making arrangements, carefully drafted powers of attorney, and thoughtfully funded trusts can also reduce the likelihood that a guardianship becomes necessary. That outcome, as this blog has discussed before, often introduces its own layers of family tension and loss of autonomy, on top of whatever health crisis brought the family to that point in the first place.

Practical Habits That Help

• Select fiduciaries with an honest assessment of family dynamics, not just sentiment.

• Use a professional or corporate trustee, or a neutral trust protector, when conflict is foreseeable.

• Hold both family meetings, and send a short written agenda beforehand so no one arrives blindsided.

• Build a communication protocol into the plan itself, e.g., who receives updates, on what schedule, and through what channel, and follow it even when there is nothing new to report.

• Be upfront that the attorney represents the fiduciary. Be equally upfront that the fiduciary's duties still run to every beneficiary, not just to the person who hired the attorney.

• Consider a no-contest clause and a mediation or arbitration provision, so that disagreements have a path that does not run through open litigation.

• Document major decisions and the reasoning behind them, even when a formal accounting is not legally required.

Complete harmony is not always achievable. Some family relationships arrive at the estate-administration stage already fractured. Even in those cases, process and transparency limit the damage. They give reasonable beneficiaries confidence that the rules are being followed, and they make it harder for a discontented party to claim that information was withheld or that the fiduciary acted arbitrarily.

Final Word

Estate administration will always involve detail, deadlines, and difficult emotions. It does not have to involve scorched-earth conflict. The families that navigate it most successfully are usually those whose planning was communicated clearly during life and whose administration is conducted with deliberate openness after death. That combination, backed by a plan drafted to withstand disagreement rather than invite it, remains one of the most effective conflict-avoidance strategies available. If your own plan was drafted years ago without any of these tools in mind, it is worth a conversation about adding them.

When Courts Look Beyond the Paper: A Note Becomes a Gift

In our recent discussion of Estate of Fields, we examined how the Fifth Circuit Court of Appeals disregarded the formal structure of a late-life family limited partnership and pulled the underlying assets back into the decedent’s gross estate. The court looked past the documents to the timing, the retained benefits, and the absence of a genuine nontax purpose. 

A similar lesson emerges from the Tax Court’s decision in Estate of Spenlinhauer v. Commissioner (T.C. Memo. 2025-134, filed December 30, 2025). Together, the two cases reinforce a consistent theme: when intra-family transfers are made late in life, and the transferor continues to enjoy the property, courts will examine substance over form, and the formal paperwork often fails.

The Spenlinhauer Facts- A Very Generous Grandmother

At age 89, Georgia Spenlinhauer transferred her Massachusetts home to her son in exchange for a 30-year promissory note. She continued to live in the house until her death at age 95. No payments were ever made on the note. Near the end of her life the note was amended to raise the interest rate, restart a new 30-year amortization schedule, and add a self-canceling feature that would forgive any remaining balance at her death.

The estate treated the transaction as a sale and excluded the house from the gross estate. The Tax Court disagreed. It held that the full value of the residence was includible under IRC § 2036(a)(1) because Georgia had retained the right to possess and enjoy the property until her death. The note did not qualify as a bona fide sale for adequate and full consideration.

Why the Formal Structure Collapsed

The court applied heightened scrutiny to the intra-family arrangement and found multiple independent failures:

• No payments were made or documented, undermining any claim that a genuine debt existed;
• The self-canceling feature between family members carried a presumption of gift rather than debt;
• The repayment terms were commercially unrealistic, essentially requiring the mother to live well beyond any reasonable life expectancy; and
• Georgia’s uninterrupted occupancy supported an implied agreement that she would continue to enjoy the property.

In short, the transaction lacked economic substance. The note was treated as illusory, and the house remained in the estate.

The Parallel with Fields

Both Fields and Spenlinhauer illustrate the same judicial approach. In Fields, a rapidly formed limited partnership funded in the final weeks of life failed the bona fide-sale test. In Spenlinhauer, a promissory-note sale of a residence coupled with continued occupancy met the same fate. In each case, the court refused to respect the formal labels, partnership interest or installment note, when the practical reality showed retained enjoyment and an absence of arm’s-length dealing.These decisions also echo a broader caution we have raised about late-life planning generally. Transactions undertaken when health is declining, or death is foreseeable, invite closer examination. What might have been sustainable if implemented years earlier with consistent payments, realistic terms, and clear changes in control becomes vulnerable when executed late and administered loosely.Implications for Families and Advisors

Intra-family residential transfers structured as sales for a note, especially self-canceling notes, remain high-risk techniques when the parent continues to live in the home. The IRS and the courts routinely test whether the arrangement is a true sale or merely a disguised gift with retained use. Failure means estate inclusion, potential gift-tax issues, and the costs of controversy, precisely the sort of expensive, family-straining outcome that careful planning seeks to avoid.

More reliable alternatives exist for clients who wish to transfer a residence while retaining the right to live there for a period of years. A properly structured Qualified Personal Residence Trust (QPRT), for example, is a statutory mechanism designed for this purpose. It carries its own technical requirements and risks, but it does not depend on the fiction of a commercial note that no one intends to pay.

The deeper lesson remains consistent with the planning principles we regularly emphasize: substance matters. Courts look beyond the paper. Transfers that leave the transferor in essentially the same practical position as before, continuing to live in the house, receiving no payments, amending terms late in life, will struggle to withstand scrutiny.

For families, the safest course is still early, well-documented planning that produces real changes in ownership and control, accompanied by contemporaneous evidence of legitimate purpose. When those elements are missing, even carefully drafted notes and partnership agreements can be set aside, leaving the estate and the beneficiaries with unexpected tax bills and unanticipated legal expenses, as well as the residue of conflict. Spenlinhauer is a useful companion to Fields in making that point clear.

Thanks to Wealth Strategies Journal for the report and article idea.

   

When Courts Look Beyond the Paper: Lessons for MAPTs, Irrevocable Trusts, and Late-in-Life Planning

• At a glance

  • Five weeks before Anne Fields died of Alzheimer’s disease, her agent moved about $17 million of her assets into a family limited partnership.
  • The estate reported her partnership interest at $10.9 million, a discount of roughly $6 million.
  • The Tax Court and the Fifth Circuit pulled the full $17 million back into her estate under IRC § 2036(a). The result was a $1.8 million tax deficiency, a $270,000 penalty, interest, and years of litigation.
  • The estate’s nontax reasons failed because the facts didn’t support them. Hiring professionals did not avoid the penalty.
  • The lesson reaches beyond partnerships: planning done in the shadow of death or long-term care gets the hardest look, including Medicaid asset protection trusts.

  Five Weeks

On May 20, 2016, Anne Fields was in the end stage of Alzheimer's disease. She had fallen repeatedly, broken her hip twice, and been in and out of the hospital. That day her great-nephew, acting under a power of attorney she had signed six years earlier, formed a limited partnership. Over the next three weeks he moved about $17 million of her assets into it. She went into hospice on June 15 and died on June 23.

On paper, she now owned a 99.9941% limited partnership interest instead of the assets themselves. Because a limited partner can't control the partnership or easily sell the interest, the estate valued her interest at $10,877,000. The paperwork had made roughly $6 million of value disappear for estate tax purposes.

The IRS disagreed. So did the Tax Court (T.C. Memo. 2024-90), and on June 8, 2026, so did the Fifth Circuit in Estate of Anne Milner Fields v. Commissioner. The full $17 million went back into her estate. The estate owed an additional $1,828,594 in tax, plus a 20% accuracy-related penalty of $270,417, plus interest, plus the cost of years of litigation. The strategy meant to save tax cost the beneficiaries far more than it could ever have saved.

The Timeline

When	What happened
2010	Fields signs a will and a power of attorney naming her great-nephew, Bryan Milner, as executor and agent
2011	She is diagnosed with Alzheimer’s disease
2011 and 2013	Two incidents of financial elder abuse occur
May 20, 2016	Milner forms AM Fields, LP; his own LLC is the general partner, with a $1,000 contribution
May 25 – June 13, 2016	About $17 million of her assets move into the partnership
June 15, 2016	She enters hospice
June 23, 2016	She dies
Estate tax return	Her partnership interest is reported at $10,877,000
2024	The Tax Court includes the full $17 million; deficiency of $1,828,594 and penalty of $270,417
June 8, 2026	The Fifth Circuit affirms

Why the Partnership Didn't Work

Section 2036(a)(1) pulls property back into a decedent's estate if she transferred it during life but kept the use or income from it until death. Fields kept exactly that. The partnership held her money, and her money paid for her life.

There is one exception: a "bona fide sale for an adequate and full consideration." For a family partnership, courts generally require a legitimate and significant nontax reason for forming it. As the Fifth Circuit put it, "A significant purpose must be an actual motivation, not a theoretical justification."

The estate offered several reasons. The courts tested each one against the facts.

The Estate’s Reasons, and What the Courts Found  The estate’s reason What the courts found The power of attorney had limits, and the successor agents were a concern No contemporaneous evidence that anyone was concerned. Fields was of sound mind when she chose the successors. The partnership made succession harder, because it required unanimous consent. Financial institutions wouldn’t honor the power of attorney The agent moved $17 million in about three weeks using that same power of attorney. The assets needed to be consolidated and streamlined The assets were a professionally managed brokerage account, bank stock, and a tree farm run by an outside company for decades. There was nothing to consolidate. The partnership would protect her from elder abuse The abuse occurred in 2011 and 2013. Nothing was done for years, until her health collapsed.

The courts also pointed to what the record did show: the timing; no real change in how the assets were managed; the agent acting for both sides of the transaction; transfers that left the estate without enough cash to pay her bequests; and an attorney's email seeking a "deeper discount." The court called the stated reasons after-the-fact justifications, not actual motivations.

Why the Penalty Stuck

The estate also lost on the 20% penalty. A taxpayer can avoid it by showing reasonable cause and good faith, often by relying on professional advice. That defense failed here for two reasons:

• First, there was no evidence that any professional had advised reporting the partnership interest at a discount, or that the treatment was proper. Hiring professionals is not the same as relying on their advice about the specific position. 

• Second, the court said a $6 million reduction in value should have struck someone with the agent's background in finance and banking as "very possibly too good to be true."

For agents and executors, that is the uncomfortable part of the case. Having advisors in the room does not, by itself, protect the person who signs.

Late-Life Planning Draws the Closest Look

Fields reinforces a point we have discussed before in connection with late-life will changes and the "magical mystery tour" of litigation. Planning done in the shadow of serious illness or imminent death is examined more critically. Courts and agencies look past the documents to the substance of the transaction: the timing, who really controls the property, how it actually operates, and whether the stated purpose is believable. A structure that might hold up if set up years earlier can unravel when it is set up in the final weeks of life.

Medicaid asset protection trusts and other irrevocable trusts face similar questions under different law. A Medicaid agency is not applying section 2036. It applies a five-year look-back, a transfer penalty, and a test of whether the trust's assets are still an available resource. But the questions rhyme. A comfort clause that lets the trustee pay for the settlor's needs, or a pattern of using the trust as if nothing had changed, will be read the same way these courts read the partnership. A carefully drafted document is necessary, but rarely enough. Planning done when nursing-home care is near gets the hardest look.

The Agent's Exposure and the Family's Cost

When a strategy produces a large deficiency, a penalty, and big professional fees, disappointed beneficiaries look for someone to hold responsible. An agent who engineers a late-life transaction that fails can face claims that the strategy was imprudent, that it raised rather than lowered the estate's costs, or that it exposed the estate to avoidable interest and penalties.

Even an agent who acted on advice can be drawn into disputes over who pays the fees, how the extra tax is shared, and whether the agent should bear part of the loss personally. Those disputes generate their own legal bills, and they can fracture a family. It is the same unpredictable, expensive "magical mystery tour" that follows a contested deathbed will.

What to Do Instead

• Plan while capacity is clear and health is stable. Time is the best evidence of a real purpose.

• Write down the nontax reasons when you act. A reason documented at the time carries weight. A reason assembled for trial usually doesn't.

• Make the change real. If an entity or trust is supposed to change who controls or benefits from property, it has to actually operate that way.

• Keep enough outside the structure. Leave the person enough to live on, and the estate enough cash to pay its bills and bequests.

• Be wary of numbers that look too good. If a valuation discount seems like a windfall, get a second opinion before relying on it.

• Agents: get written advice on the specific step. Ask whether the power of attorney authorizes it, and whether it fits the principal's plan and best interests. General engagement of professionals is not enough.

Bottom Line

Fields does not announce a new rule. It applies long-standing substance-over-form principles to facts that are, unfortunately, not uncommon. A partnership formed five weeks before death, with no change in how anything was managed, saved nothing. It added a penalty, interest, legal fees, and years of uncertainty for the family.

The most reliable protection is the one we return to throughout this blog: thoughtful planning done early, documented carefully, and carried out so that the substance matches the form.

Sources: Estate of Anne Milner Fields v. Commissioner (5th Cir. 2026); ElderLawAnswers summary.

Late-Life Will Changes and the Magical Mystery Tour of Litigation- Lessons From "In Re Estate of Corbett"

When an older adult suffers a serious health event, such as a stroke, and then executes or changes a will, the stage is often set for conflict. A recent Texas case, In re Estate of Corbett, shows how quickly those conflicts can escalate and how unpredictable the legal process becomes once it starts.  

Robert Corbett died in 2016, unmarried and without children. Shortly after suffering a stroke earlier that year, he signed a new will that benefited his maternal aunt and her son. Two first cousins later challenged the will, alleging fraud, and contending that Robert lacked capacity at the time it was executed. The aunt’s estate argued the cousins had no standing because even if the 2016 will failed, an earlier 1994 will would control and still excluded the cousins.  The trial court dismissed the contest, and the cousins appealed.  

The Court of Appeals heard arguments, and in December 2025, nine years following Corbett's death, reversed the trial court finding a genuine unresolved  question of fact about whether Robert would have died intestate (without any will). If both wills were invalid, the court held, the cousins (as heirs) would have a clear financial interest. The court could not adjudicate the validity of the prior (oldest) will, since only the latest will was officially presented to the probate court.  The case was sent back for further proceedings. The appellate court found that the lower court made unclear whether the first will was valid by buttressing it's validity by the mere existence of a prior, unproven, will. Years after Robert’s death, the dispute remains unresolved.

The Real Cost of “Just Letting It Play Out”

Some lawyers and planners treat family disputes as inevitable. They argue that most contests are limited in scope and that the system eventually "sorts things out." That view understates the possible damage. Litigation is a "magical mystery tour." No one, not the clients, not the lawyers, not even the judges, can reliably predict the path, the timeline, or the ultimate cost. A case that looks straightforward can spend years in motion practice, appeals, and remands. Along the way:

• Assets sit frozen or poorly managed;
• Family relationships fracture further;
• Legal fees steadily erode the estate; and
• Heirs who may ultimately prevail suffer real harm from delay and uncertainty.

In Corbett, the fight has reached the Court of Appeals and is still not finished. The aunt's/cousins' potential inheritance, the proper administration of the estate, and the family’s ability to move forward have all been held hostage to the process itself.

Tax Implications and the Quiet Erosion of Assets in Estate Disputes

Beyond the emotional toll and the pure legal fees, prolonged estate litigation carries real tax and economic costs that steadily shrink what beneficiaries ultimately receive. These costs are often underestimated when people decide to “let the process play out."  Consider the following examples:

Tax Friction: When a will contest or related dispute keeps an estate open for years, several tax consequences commonly arise:

• Income Taxes: The estate must continue filing fiduciary income tax returns (Form 1041). Estates and trusts reach the highest federal income tax rate at a much lower threshold than individuals. Income that could have been distributed to beneficiaries in lower brackets is instead taxed at compressed rates inside the estate.

• Delayed Distributions: Beneficiaries who needed cash for living expenses, taxes, or investment opportunities may be forced to borrow or liquidate other assets while waiting.  

Legal fees paid by the estate are generally deductible as administration expenses under IRC § 2053, but only to the extent they are necessary for the proper settlement of the estate. Fees incurred primarily for the personal benefit of one group of beneficiaries may be disallowed or recharacterized, creating additional controversy and potential tax adjustments.

If the estate is large enough to be subject to estate tax, prolonged administration can complicate the alternate valuation election, the timing of deductions, and the calculation of any marital or charitable deductions that depend on what actually passes to the intended recipients.

Concrete Examples of Asset Erosion

Consider an estate of $2.5 million that becomes embroiled in a will contest lasting three to four years (a realistic timeline once appeals are involved, as in In re Estate of Corbett):

• Direct Legal Fees: $180,000–$350,000 (or more) paid from estate assets for both sides’ counsel (assuming there are only two sides and two attorneys), expert witnesses, depositions, and appeals. Even if a portion is deductible, the principal is gone.  In larger families, there are often more than two represented groups, ad therefore more than two attorneys.  It is unclear from the Corbett case, for example, whether the  

• Lost Investment Return: Assume the contested assets would otherwise have earned a conservative 5% annually. Over three years the opportunity cost on $2 million of tied-up assets exceeds $300,000 in forgone growth (before considering compounding).

• Forced Liquidation: To pay ongoing legal fees, the executor may have to sell real estate or securities at an inopportune time, during a market dip or without proper marketing, thereby realizing lower values and triggering possible capital gains tax inside the estate.

• Illiquidity Cascade: Cash is consumed first. What remains for the eventual winners may be harder-to-divide assets (closely held business interests, real estate with title issues, or personal property), increasing the chance of further disputes or fire-sale discounts.

• Income Tax Drag: Investment income retained in the estate for multiple years is taxed at the compressed fiduciary rates. The difference between estate-level taxation and taxation at the beneficiaries’ individual rates can easily reach tens of thousands of dollars.

In more severe cases, the combination of fees, lost growth, unfavorable sales, and extra income tax has been known to reduce the net amount available for distribution by 20–40% or more relative to a clean, uncontested administration.

Why Late-Life Planning Carries Extra Risk

Documents signed after a major health decline invite scrutiny. Questions of capacity, undue influence, and fraud become easier to raise and harder to dismiss. Even when the document is ultimately upheld, the mere existence of a credible challenge can trigger years of expensive litigation.  The only reliable way to avoid this particular magical mystery tour is not to board the bus in the first place.

Solutions to Vulnerable Late-life Planning

Plan early. Plan while capacity is clear. Make the hard decisions about distribution while the person whose wishes matter can still express them cleanly and repeatedly.  Let your estate plan build resilience, rather than relying on a plan that lays dormant for years or even decades.  

Strong planning tools include:

• A well-coordinated revocable trust funded during life;
• Clear, consistent beneficiary designations;
• Contemporaneous evidence of capacity and intent (medical notes, videos, or independent witness statements when appropriate); 
• Keeping and maintaining a clear and powerful actionable digital asset inventory (independent evidence of capacity may be silently maintained on digital devices like a phone, watch, or tablet, or by accessing virtual assistant history- like Alexa or Siri).
• Regular reviews so that changes are made deliberately rather than in crisis.

Revision Timing. Change your plan based on changes in the circumstances of others, rather than waiting for changes in your own. In other words, rather than awaiting your own critical illness, diagnosis, or decline before implementing or revising your estate plan, treat significant life events in the lives of family members or close friends as your cue to act. When a sibling suffers a stroke, a parent receives a serious diagnosis, a peer dies unexpectedly, or a relative becomes entangled in an impairing life-altering event, use that moment as the prompt to review, reconsider, update, and properly fund your own documents. These external events provide clear, low-pressure opportunities to make deliberate decisions while your capacity and judgment remain strong, avoiding the far greater risks that come with last-minute changes made under the cloud of your own failing health or another person's influence or coercion.

CONCLUSION

When families wait until after a stroke, a hospitalization, or a noticeable decline, they often create the very conditions that invite challenge. Once the dispute begins, control shifts from the family to the court system, and the system moves on its own unpredictable timeline.

The Corbett case is a useful reminder: the cost of litigation is not limited to attorney fees. It includes years of uncertainty, frozen assets, and emotional toll. The only winning move is to plan proactively: plan early, plan well, and make clear decisions while you still can.  If your estate plan (or a loved one’s) has not been reviewed in light of current health and family circumstances, now is the time. Waiting until after the next health event is often the most expensive choice of all.