unrestrained by Golsen, the Tax Court joined the Second, Third, Fourth, Sixth and Eighth Circuits in concluding that the gross valuation misstatement penalty could be applied where a deduction is disallowed on economic substance grounds. Id. (indicating that “it will give effect to our own views in cases appealable to courts that have not yet decided the issue"). This opinion, indeed, is not surprising for each of the five circuits listed, in fact, genera .2d 616, 619-20 (8th Cir.1989) ("When an underpayment stems from disallowed depreciation deductions or investment credit due to lack of economic substance, the deficiency is attributable to overstatement of value, and subject to the penalty under section 6659.”); Gilman v. Comm'r of Internal Revenue, 933 F.2d 143, 152 (2d Cir.1991) (<HOLDING>). 32 .In this regard, the Second Circuit in
recognizing that a transaction that lacks economic substance generally reflects an arrangement in which the basis of the property was misvalued in the context of the transaction holding that for a transaction to constitute a sale and trigger a first right of refusal it must involve an armslength transaction resulting in an actual change in control of the burdened property rather than simply moving it from the individual owners to an entity controlled by them recognizing step transaction doctrine whereby courts must consider all steps of transaction in light of entire transaction so that substance of transaction will control over form of each step holding that the economic substance of a transaction rather than its form determines its tax treatment holding that a transaction disregarded for lack of economic substance  a nonvaluationrelated ground  nevertheless may be subject to a valuation misstatement penalty because a transaction that lacks economic substance generally reflects an arrangement in which the basis of the property was misvalued in the context of the transaction and that congress intended to penalize such transactions