United States Securities and Exchange Commission Litigation Release No. 15675 / March 19, 1998 SECURITIES AND EXCHANGE COMMISSION v. CITY SERVICES CORP., et al., 98 Civ. 1867 (RPP), U.S.D.C., S.D.N.Y. NEW YORK -- The Securities and Exchange Commission ("Commission") announced that, on March 16, 1998, the United States District Court for the Southern District of New York issued a temporary restraining order against City Services Corp. ("City Services") and Joseph Burgio ("Burgio"). The order freezes the defendants assets, temporarily restrains the defendants from violating the antifraud provisions of the securities laws, and temporarily restrains Burgio from violating antifraud provisions applicable to broker-dealers and from violating the broker-dealer registration provisions. The Order arises from a Complaint filed on March 16, 1998, in which the Commission alleges that City Services and Burgio fraudulently offered and sold City Services stock and that Burgio also was acting as an unregistered broker-dealer. The defendants are described in the Complaint as follows: JOSEPH BURGIO, age 29, is a resident of Brooklyn, New York. He has held himself out to be the president, corporate secretary, and chairman of City Services' board of directors. . Between January and March 1, 1998, Burgio was associated as a registered representative with Three Arrows Capital Corp. ("Three Arrows"), a registered broker-dealer that employed Burgio in an office located in New York, New York. Burgio was not separately registered with the Commission. CITY SERVICES CORP. is a Delaware corporation. According to a private placement memorandum for the City Services stock offering it purports to have offices at 29 John Street, New York City. That location is a mail drop only. Since its inception in May 1997, City Services has not generated any revenue or engaged in any operations. City Services stock is not publicly traded. The Complaint alleges as follows: Since early January 1998, City Services and Burgio have fraudulently offered and sold City Services stock and have raised at least $350,000 from at least 33 investors nationwide. City Services, Burgio and others working with them made telephonic "cold calls," and offered and sold the City Services stock to investors by means of a variety of false and misleading representations, including false claims that: (a) City Services would hold an initial public offering in the near future that would enable investors to more than double their money; (b) City Services was in the check cashing business; and (c) the funds raised in the offering would be held in escrow until the offering closed. While soliciting investors, Burgio held himself out to be a registered representative of Three Arrows. Burgio failed to disclose to at least some of the investors that he was also an officer of City Services. Burgio continued to solicit investors to purchase City Services after his association with Three Arrows terminated. During the period he was associated with Three Arrows, he solicited investors without the authorization of Three Arrows. In its Complaint, the Commission seeks from both defendants an accounting and disgorgement of their unjust enrichment plus prejudgment interest, as well as civil penalties from Burgio. The Commission also seeks preliminary and permanent injunctive relief against (1) both defendants from violating the antifraud provisions of the securities laws, Sections 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 thereunder; and (2) against Burgio from violating the broker-dealer antifraud provisions, Section 15(c)(1) of the Exchange Act and Rules 15c1-2 and 15c1-5 thereunder, and from violating the broker- dealer registration provisions, Section 15(a)(1) of the Exchange Act. The litigation is pending.