William M. Ucherek

SECURITIES EXCHANGE ACT OF 1934
Release No. 46408 / August 23, 2002

ADMINISTRATIVE PROCEEDING
File No. 3-10870

I.

The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that a public administrative proceeding be instituted against William M. Ucherek ("Ucherek" or "Respondent") pursuant to Section 15(b) of the Securities Exchange Act of 1934 ("Exchange Act").

II.

In anticipation of the institution of these proceedings, Ucherek has submitted an Offer of Settlement (the "Offer"), which the Commission has determined to accept. Solely for the purpose of this proceeding and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and admitting the findings contained herein, including the jurisdiction of the Commission over him and over the subject matter of this proceeding and the entry of the permanent injunction set forth in paragraph III.C., below, Ucherek by the Offer consents to the entry of this Order Instituting Public Administrative Proceeding, Making Findings and Imposing Remedial Sanctions Against William M. Ucherek ("Order"), by the Commission.

Accordingly, IT IS HEREBY ORDERED that a proceeding pursuant to Section 15(b) of the Exchange Act be, and hereby is, instituted.

III.

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

A. Ucherek, age 57, was a resident of Danville, California, during the relevant period. From October 1995 until June 2001, Ucherek was a registered representative associated with Pacific Genesis Group, a now-defunct municipal securities dealer based in Alameda, California. From July through October 2001, Ucherek became associated with Brookstreet Securities, Inc., a registered broker-dealer and municipal securities dealer based in Irvine, California.

B. On April 24, 2002, the Commission filed a complaint in the United States District Court for the Northern District of California against Ucherek, captioned SEC v. William M. Ucherek, C-02-2003 (JCS). The Commission's complaint alleged, among other things, that Ucherek ran a Ponzi scheme by which he raised approximately $3 million from at least 20 elderly investors by telling them he was investing their money in funds supposedly sponsored by Charles Schwab & Co. The complaint alleged that, in reality, the funds Ucherek described did not exist. Instead, he simply deposited the money into his personal brokerage account from which he withdrew money to pay for his own personal expenses and gambling debts, as well as to repay prior investors.

C. On June 17, 2002, the United States District Court for the Northern District of California entered a Final Judgment of Permanent Injunction and Other Relief Against William M. Ucherek, enjoining Ucherek from violating Section 17(a) of the Securities Act of 1933and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Ucherek consented to the entry of the permanent injunction.

IV.

Based on the foregoing, the Commission deems it appropriate and in the public interest to accept the Offer submitted by Ucherek and impose the sanctions specified in the Respondent's Offer.

ACCORDINGLY, IT IS ORDERED that Ucherek be, and hereby is, barred from association with any broker or dealer.

For the Commission, by its Secretary, pursuant to delegated authority.

Jonathan G. Katz
Secretary