UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 34-62809 / September 1, 2010

Administrative Proceeding File No. 3-11793

Notice is hereby given, pursuant to Rule 1103 of the Securities and Exchange Commission's ("Commission") Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1103, that the Division of Enforcement has filed with the Commission the proposed plan ("Distribution Plan") for the distribution of monies in In the Matter of Southwest Securities, Inc., et al. The Commission issued an Order Instituting Public Administrative Proceedings, Making Findings, and Imposing Remedial Sanctions Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940, and Instituting Cease-and-Desist Proceedings and Imposing a Cease-and-Desist Order Pursuant to Section 21C of the Securities Exchange Act of 1934 and Section 9(f) of the Investment Company Act of 1940 as to the Respondents, Administrative Proceeding File No. 3-11793 on January 10, 2005 (Exchange Act Rel. No. 51002) (the "Order").

OPPORTUNITY FOR COMMENT

Pursuant to this Notice, all interested parties are advised that they may obtain a copy of the Distribution Plan from the Commission's public website, http://www.sec.gov, or by submitting a written request to Stephen Webster, Assistant Regional Director, United States Securities and Exchange Commission, 801 Cherry Street, 19th Floor, Fort Worth, Texas, 76102. All persons who desire to comment on the Distribution Plan may submit their comments, in writing, no later than thirty days from the date of this Notice:

1. to the Office of the Secretary, United States Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090;

2. by using the Commission's Internet comment form (http://www.sec.gov/litigation/admin.shtml); or

3. by sending an e-mail to rule-comments@sec.gov.

Comments submitted by email or via the Commission's website should include "Administrative Proceeding File Number 3-11793" in the subject line. Comments received will be available to the public. Persons should submit only information that they wish to make publicly available.

THE DISTRIBUTION PLAN

The Distribution Plan provides for distribution of disgorgement, civil penalties, and prejudgment interest in the amount of $10,276,002 paid by the Respondents. The proposed plan provides for distribution of the monies among the mutual funds that had marketing arrangements with the Respondents that are the subject of the Order during the period from October 2002 through September 2003; or, in the case of mutual funds that have been merged into other mutual funds, to their successors in interest. Accordingly, the funds are not being distributed according to a claims-made process.

By the Commission.