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U.S. Securities and Exchange Commission

UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 41965 / September 30, 1999

Administrative Proceeding
File No. 3-10070


______________________________
                              )
     In the Matter of:        )
                              ) ORDER INSTITUTING ADMINISTRATIVE
    Michael Paul Green,       ) PROCEEDINGS, MAKING FINDINGS AND
                              ) IMPOSING REMEDIAL SANCTIONS
        Respondent.           ) PURSUANT TO SECTIONS 15(b) AND
                              ) 19(h) OF THE SECURITIES 
                              ) EXCHANGE ACT OF 1934
______________________________)
I.

The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that administrative proceedings be instituted pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 ("Exchange Act") against Michael Paul Green ("Green").

In anticipation of the institution of these administrative proceedings, Green has submitted an Offer of Settlement, which the Commission has determined to accept. Solely for purposes of these proceedings and any other proceedings brought by, or on behalf of, the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the jurisdiction of the Commission over him and the subject matter of these proceedings and the entry of the permanent injunction as described in paragraph II.D. below, which he admits, Green consents to the entry of this Order Instituting Administrative Proceedings, Making Findings and Imposing Remedial Sanctions Pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 ("Order").

 

Accordingly, IT IS HEREBY ORDERED that public administrative proceedings be, and hereby are, instituted against Green pursuant to Sections 15(b) and 19(h) of the Exchange Act.

II.

On the basis of this Order and Green's Offer of Settlement, the Commission finds1 that:

A. Green, age 31 and a resident of Edison, New Jersey, was, at all relevant times, an associated person of a broker-dealer registered with the Commission pursuant to Section 15(a) of the Exchange Act.

B. On May 26, 1999, the Commission filed a complaint in the United States District Court for the Southern District of New York captioned S.E.C. v. Cassano, et al, Civil Action No. 99-CV-3822 (LAK)(S.D.N.Y.) alleging, among other things, that, on June 2, 1995, Green engaged in insider trading in violation of Sections 10(b) and 14(e) of the Exchange Act and Rules 10b-5 and 14e-3 thereunder in connection with transactions in the securities of Lotus Development Corporation ("Lotus").

C. Specifically, the Commission alleged that: (i) Green purchased five June $30 call options and 75 shares of Lotus common stock on June 2, 1995, while possessing material nonpublic information relating to a plan by International Business Machines Corporation ("IBM") to commence a tender offer for Lotus, which he knew, or was reckless in not knowing, came from an IBM employee working on the deal; (ii) Green tipped another individual who also purchased shares of Lotus common stock; and (iii) on June 5, 1995, when IBM publicly announced its intention to commence a tender offer for all of Lotus' outstanding common stock, Green and his tippee realized an aggregate profit of $17,935.

D. On June 2, 1999, a final judgment was entered against Green by consent which: (i) permanently enjoined Green from violating Sections 10(b) and 14(e) of the Exchange Act and Rules 10b-5 and 14e-3 thereunder; (ii) held Green liable for disgorgement and prejudgment interest in the amount of $22,968; and (iii) imposed a civil penalty of $17,935.

III.

In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Green's Offer of Settlement.

Accordingly, IT IS HEREBY ORDERED that Michael Paul Green be, and hereby is, barred from association with any broker or dealer.

By the Commission.

Jonathan G. Katz
Secretary


Footnotes

-[1]-The findings herein are not binding on anyone other than the Respondent.

http://www.sec.gov/litigation/admin/34-41965.htm


Modified:09/30/1999