MEMORANDUM OPINION
RICHARD L. WILLIAMS, District Judge.
I. Factual Background
Defendant Holywell Corporation is a Delaware corporation whose principal place of business is Virginia. Until March, 1978, defendant Theodore B. Gould, a Virginia resident, owned all 10,000 shares of Holywell Corporation stock. On March 15, 1978, Gould, Holywell and plaintiff, Clark Enterprises, Inc., a Maryland corporation whose principal place of business is Maryland...
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