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U.S. Securities and Exchange Commission

Before the

Securities Exchange Act of 1934
Release No. 50879 / December 17, 2004

Admin. Proc. File No. 3-11684

In the Matter of





The Securities and Exchange Commission (Commission or SEC) issued its Order Instituting Proceedings (OIP) on September 24, 2004. Respondent Donald L. Knight (Knight) received the OIP on October 29, 2004, and filed an Answer on November 16, 2004. The Division of Enforcement (Division) has submitted evidence that the OIP was served upon Knight with a method of service that is not prohibited by the law of Costa Rica, where Knight now resides. I held a telephonic prehearing conference on December 16, 2004, and both the Division and Knight participated. In that conference, Knight stated that he was willing to accept a default, and would not oppose the imposition of a penny stock bar, which is the only sanction at issue in the proceeding.

As authorized by Rule 155(a)(2) of the Commission's Rules of Practice, I find that the following allegations in the OIP are true:

Knight, age 62, is a resident of Costa Rica and a former resident of Edmund, Oklahoma. Broadband Wireless International Corporation (BBAN), a reporting company under Section 12(g) of the Securities Exchange Act of 1934 (Exchange Act), is a Nevada corporation.

On August 11, 2000, the Commission filed a complaint in the U.S. District Court for the Western District of Oklahoma against Knight and others. SEC v. Broadband Wireless International Corp., Case No. CIV-00-1375-R.

The Commission's complaint alleged that Knight, while residing in Edmund, Oklahoma, engaged in a "pump and dump" stock manipulation scheme involving BBAN's stock. In the fall of 1999, Knight, operating through one of his several nominee companies, BroadCom Wireless Communications Corporation (BroadCom), acquired control of BBAN, a struggling public oil and gas company, and changed the company's stated business purpose to telecommunications. Over the next several months, Knight, with the assistance of others, caused BBAN to issue false press releases and file false reports with the SEC that fraudulently touted the company's purported acquisition of several private telecommunications companies. Knight, with the assistance of others, further hyped the acquisitions and BBAN's favorable business prospects on the company's Web site and the "Raging Bull" Internet bulletin board.

The Commission's complaint further alleged that these promotional or "pumping" efforts resulted in a dramatic rise in the price of BBAN's stock. In late 1999, shortly after Knight acquired control of the company, BBAN's stock was trading at about $0.12 per share. By February 2000, the price had increased to more than $12 per share. Concurrently, Knight sold or "dumped" millions of shares of restricted BBAN stock, realizing at least $5 million from the sales.

The Commission's complaint also alleged that Knight, with the assistance of others, later caused BBAN to file a false and misleading registration statement with the Commission on Form S-8. The registration statement falsely represented that the registered shares were for legitimate company consultants and employee purposes when, in fact, they were not. Later, Knight, in an effort to regain control over BBAN, caused BroadCom to conduct a fraudulent Internet proxy solicitation.

On August 21, 2001, in SEC v. Broadband Wireless International Corp., the court entered a Judgment by Default permanently enjoining Knight from violating Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, Sections 10(b) and 13(d) of the Exchange Act, and Exchange Act Rules 10b-5, 13d-1, and 13d-2. The Court also permanently enjoined Knight from aiding and abetting violations of Section 14(a) of the Exchange Act and Exchange Act Rules 14a-3, 14a-6, and 14a-9, based on the conduct described above.

In view of the foregoing, I find it is appropriate in the public interest and for the protection of investors to bar Knight from participating in any offering of penny stock.

IT IS ORDERED THAT, pursuant to Section 15(b) of the Securities Exchange Act of 1934, Donald L. Knight is barred from participating in any offering of penny stock.

James T. Kelly
Administrative Law Judge


Modified: 12/20/2004