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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. 44016 / February 28, 2001

INVESTMENT ADVISERS ACT OF 1940
Release No. 1930 / February 28, 2001

ADMINISTRATIVE PROCEEDING
File No. 3-10430


In the Matter of

JAMES F. VIGUE AND
IVY L. GILBERT,

Respondents.


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ORDER INSTITUTING PROCEEDINGS
MAKING FINDINGS AND IMPOSING
REMEDIAL SANCTIONS PURSUANT
TO SECTION 15(b)(6) OF THE
SECURITIES EXCHANGE
ACT OF 1934 AND SECTION
203(f) OF THE INVESTMENT ADVISERS
ACT OF 1940

I.

The United States Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that public administrative proceedings be instituted pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934 ("Exchange Act") and Section 203(f) of the Investment Advisers Act of 1940 (the "Advisers Act") against James F. Vigue ("Vigue") and Ivy L. Gilbert ("Gilbert") (collectively, "respondents").

II.

In anticipation of the institution of these proceedings, respondents have each submitted an Offer of Settlement ("Offer") which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or in which the Commission is a party, and without admitting or denying the Commission's findings set forth herein, except as to the jurisdiction of the Commission over them and over the subject matter of theseproceedings and the entry of a Final Judgment of Permanent Injunction and Other Relief as described in Section III, paragraphs E and F below, which they admit, each respondent consents to the entry of this Order Instituting Proceedings, Making Findings and Imposing Remedial Sanctions Pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940 ("Order"), which contains the findings set forth herein and the imposition of the remedial sanctions set forth below.

Accordingly, IT IS HEREBY ORDERED that public administrative proceedings be, and hereby are, instituted against respondents pursuant to Section 15(b)(6) of the Exchange Act and Section 203(f) of the Advisers Act.

III.

On the basis of this Order and each respondent's Offer, the Commission finds that:

A. Vigue, age 50 and a resident of Waterville, Maine, was, from at least May 1980 through May 1999, an associated person of Firm Investment Corp. ("Firm") or its predecessor, a broker-dealer registered with the Commission pursuant to Section 15 of the Exchange Act. From at least 1979 through approximately July 1997, Vigue also was an associated person of Firstmark Financial Corp. ("Financial") or its predecessor, an investment adviser registered with the Commission pursuant to Section 203(c) of the Advisers Act.1 From at least 1986 until January 1997, Vigue served as the president and chief executive officer of Firstmark Corp. ("Firstmark"), an issuer whose securities are registered with the Commission pursuant to Section 12(g) of the Exchange Act. Firm and Financial were subsidiaries of Firstmark during the relevant period.

B. Gilbert, age 38 and a resident of Waterville, Maine, was, from at least March 1981 through May 1999, an associated person of Firm. From at least the mid-1980s until approximately July 1997, Gilbert also was an associated person of Financial. From at least the mid-1990s until January 1997, Gilbert served as the chief financial officer, secretary and treasurer of Firstmark.

C. On June 7, 2000, the Commission filed a complaint in the United States District Court for the District of Maine against Vigue, Gilbert and another individual, captioned SEC v. Vigue, et al., (Civil Action No. 00-113-B). As to Vigue, the complaint alleged that, from 1994 until early 1997, Vigue carried out a scheme to manipulate the price of Firstmark stock by, among other fraudulent devices, inflating Firstmark's assets and income in financial statements filed with the Commission. In addition, the complaint alleged that Vigue used customer and client accounts to enforce a no net sale policy for Firstmark stock, effect improper matched trades and wash sales, purchase Firstmark stock in nominee accounts, park stock, make unauthorized purchases of Firstmark stock, make an impropermargin loan and mark the close. The complaint alleged that Vigue concealed the manipulation scheme by misrepresenting account activity and falsifying client reports. In addition, the complaint alleged that Vigue defrauded his advisory clients by failing to disclose his receipt of commissions, investment risks and conflicts of interest.

D. As to Gilbert, the complaint alleged that, from December 1994 through March 1996, she fraudulently inflated Firstmark's assets and income in financial statements filed with the Commission. She also aided and abetted Vigue's manipulation scheme by misrepresenting account activity and falsifying client reports issued to conceal purchases of Firstmark stock.

E. On February 20, 2001, without admitting or denying any of the allegations in the complaint, except as to jurisdiction, which they admitted, each respondent consented to the entry of a final judgment of permanent injunction. On February 20, 2001, the United States District Court for the District of Maine entered a final judgment: (i) permanently enjoining Vigue from, directly or indirectly, violating Section 17(a) of the Securities Act of 1933 and Sections 7(d), 10(b), 13(b)(5) and 15(c) of the Exchange Act and Rules 10b-3, 10b-5, 13b2-1 and 15c1-2 and Regulation T thereunder and Sections 206(1) and (2) of the Advisers Act; (ii) barring Vigue from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 of the Exchange Act or that is required to file reports pursuant to Section 15(d) of the Exchange Act; (iii) ordering Vigue to pay $75,000 in disgorgement; and (iv) imposing upon Vigue a civil monetary penalty of $50,000.

F. On February 20, 2001, the United States District Court for the District of Maine entered a final judgment: (i) permanently enjoining Gilbert from, directly or indirectly, violating Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2-1 thereunder and Sections 206(1) and (2) of the Advisers Act; and (ii) imposing upon Gilbert a civil monetary penalty of $35,000.

IV.

Based on the foregoing, the Commission deems it appropriate and in the public interest to accept each respondent's Offer of Settlement and to impose the sanction agreed to in the Offers.

Accordingly, IT IS HEREBY ORDERED, effective immediately, that:

A. Vigue be, and hereby is, barred from association with any broker, dealer or investment adviser; and

B. Gilbert be, and hereby is, barred from association with any broker, dealer or investment adviser, with the right to reapply for association after three years to the appropriate self-regulatory organization, or, if there is none, to the Commission.

By the Commission.

Jonathan G. Katz
Secretary


Footnote
1 Firm deregistered through the filing of a Form BDW on June 10, 1999. Financial deregistered through the filing of a Form ADVW on June 2, 1997.

http://www.sec.gov/litigation/admin/34-44016.htm


Modified: 03/05/2001