MEMORANDUM OPINION AND ORDER
SHADUR, District Judge.
Bayard Davis ("Davis"), president and treasurer of Sensor Dynamics ("Sensor"), has moved to dismiss the First Amended Complaint (the "Amended Complaint") filed by the United States in this withholding tax penalty assessment action under 26 U.S.C. § 6672(a) (all sections of Title 26, the Internal Revenue Code ("Code"), will be cited "Section —").
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