U.S. Securities & Exchange Commission
SEC Seal
Home | Previous Page
U.S. Securities and Exchange Commission

SEC News Digest

Issue 2009-62
April 2, 2009

COMMISSION ANNOUNCEMENTS

Securities and Exchange Commission Suspends Trading in the Securities of Eleven Issuers for Failure to Make Required Periodic Filings

The U.S. Securities and Exchange Commission announced the temporary suspension of trading in the securities of the following issuers, commencing at 9:30 a.m. EDT on April 2, 2009, and terminating at 11:59 p.m. EDT on April 16, 2009.

  • Aegis Consumer Funding Group, Inc. (ACAR)
  • APS Holding Corp. (APSIQ)
  • Childrobics, Inc. (CDRB)
  • Churchill Technology, Inc. (CHUR)
  • Complete Management, Inc. (CPMIQ)
  • Dakota Mining Corp. (DAKMF)
  • Digital Communications Technology Corp. (DGCT)
  • Global Intellicom, Inc. (GBITQ)
  • Horn Silver Mines, Inc. (HRNS)
  • TCC Industries, Inc. (TELC)
  • Tenney Engineering, Inc. (TNNYB)

The Commission temporarily suspended trading in the securities of these eleven issuers due to a lack of current and accurate information about the companies because they have not filed periodic reports with the Commission in over two years. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act).

The Commission cautions brokers, dealers, shareholders and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by these companies.

Brokers and dealers should be alert to the fact that, pursuant to Exchange Act Rule 15c2-11, at the termination of the trading suspensions, no quotation may be entered relating to the securities of the subject companies unless and until the broker or dealer has strictly complied with all of the provisions of the rule. If any broker or dealer is uncertain as to what is required by the rule, it should refrain from entering quotations relating to the securities of these companies that have been subject to a trading suspension until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. Any broker or dealer with questions regarding the rule should contact the staff of the Securities and Exchange Commission in Washington, DC at (202) 551-5720. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker, dealer or other person has any information which may relate to this matter, they should immediately communicate it to the Delinquent Filings Branch of the Division of Enforcement at (202) 551-5466, or by e-mail at DelinquentFilings@sec.gov. (Rel. 34-59686)


Securities and Exchange Commission Suspends Trading in the Securities of Four Issuers for Failure to Make Required Periodic Filings

The U.S. Securities and Exchange Commission announced the temporary suspension of trading in the securities of the following issuers, commencing at 9:30 a.m. EDT on April 2, 2009, and terminating at 11:59 p.m. EDT on April 16, 2009:

  • FCS Laboratories, Inc. (FCSI)
  • Federal Resources Corp. (FDRC)
  • Filene's Basement (n/k/a FBC Distribution Corp.) (BSMTQ)
  • Film & Music Entertainment, Inc. (FLME)

The Commission temporarily suspended trading in the securities of these four issuers due to a lack of current and accurate information about the companies because they have not filed periodic reports with the Commission in over six years. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act).

The Commission cautions brokers, dealers, shareholders and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by this company.

Brokers and dealers should be alert to the fact that, pursuant to Exchange Act Rule 15c2-11, at the termination of the trading suspensions, no quotation may be entered relating to the securities of the subject company unless and until the broker or dealer has strictly complied with all of the provisions of the rule. If any broker or dealer is uncertain as to what is required by the rule, it should refrain from entering quotations relating to the securities of this company that has been subject to a trading suspension until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. Any broker or dealer with questions regarding the rule should contact the staff of the Securities and Exchange Commission in Washington, DC at (202) 551-5720. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker, dealer or other person has any information which may relate to this matter, they should immediately communicate it to the Delinquent Filings Branch of the Division of Enforcement at (202) 551-5466, or by e-mail at DelinquentFilings@sec.gov. (Rel. 34-59688)


Change in the Meeting: Time Change

The Closed Meeting scheduled for Thursday, April 2, 2009, at 2:00 p.m. was changed to Thursday, April 2, 2009, at 3:00 p.m.

At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 551-5400.


ENFORCEMENT PROCEEDINGS

Commission Orders Hearings on Registration Suspension or Revocation Against Twelve Companies for Failure to Make Required Periodic Filings

In conjunction with this trading suspension, the Commission today also instituted two separate public administrative proceedings to determine whether to revoke or suspend for a period not exceeding twelve months the registration of each class of the securities of twelve companies for failure to make required periodic filings with the Commission:

In the Matter of Aegis Consumer Funding Group, Inc., et al., Administrative Proceeding File No. 3-13425

  • Aegis Consumer Funding Group, Inc. (ACAR)
  • APS Holding Corp. (APSIQ)
  • Dakota Mining Corp. (DAKMF)
  • Digital Communications Technology Corp. (DGCT)
  • Horn Silver Mines, Inc. (HRNS)
  • TCC Industries, Inc. (TELC)

In the Matter of Childrobics, Inc., et al., Administrative Proceeding File No. 3-13426

  • Childrobics, Inc. (CDRB)
  • Churchill Technology, Inc. (CHUR)
  • Complete Management, Inc. (CPMIQ)
  • Global Intellicom, Inc. (GBITQ)
  • Tenney Engineering, Inc. (TNNYB)
  • The Score Board, Inc. (BSBLQ)

In each Order, the Division of Enforcement (Division) alleges that the respective respondents are delinquent in their required periodic filings with the Commission.

In each of these proceedings, instituted pursuant to Exchange Act Section 12(j), a hearing will be scheduled before an Administrative Law Judge. At the hearing, the judge will hear evidence from the Division and the respondents to determine whether the allegations of the Division contained in the Order, which the Division alleges constitute failures to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, are true. The judge in the proceeding will then determine whether the registrations pursuant to Exchange Act Section 12 of the securities of these respondents should be revoked or suspended for a period not exceeding twelve months. The Commission ordered that the Administrative Law Judge in each proceeding issue an initial decision not later than 120 days from the date of service of the order instituting proceedings. (Rel. 34-59687; File No. 3-13425; File No. 3-13426)


Commission Orders Hearings on Registration Suspension or Revocation Against Seven Companies for Failure to Make Required Periodic Filings

In conjunction with this trading suspension, the Commission today also instituted a public administrative proceeding to determine whether to revoke or suspend for a period not exceeding twelve months the registration of each class of the securities of nine companies for failure to make required periodic filings with the Commission:

In the Matter of F&C International, Inc., et al. Administrative Proceeding File No. 3-13427

  • F&C International, Inc.
  • The FAPA Insurance Co.
  • Farm Fish, Inc.
  • FCS Laboratories, Inc.
  • Federal Resources Corp.
  • Filene's Basement Corp. (n/k/a FBC Distribution Corp.)
  • Film & Music Entertainment, Inc.

In the Order, the Division of Enforcement (Division) alleges that the respective respondents are delinquent in their required periodic filings with the Commission.

In this proceeding, instituted pursuant to Exchange Act Section 12(j), a hearing will be scheduled before an Administrative Law Judge. At the hearing, the judge will hear evidence from the Division and the respondents to determine whether the allegations of the Division contained in the Order, which the Division alleges constitute failures to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 or 13a-16 thereunder, are true. The judge in the proceeding will then determine whether the registrations pursuant to Exchange Act Section 12 of the securities of these respondents should be revoked or suspended for a period not exceeding twelve months. The Commission ordered that the Administrative Law Judge in this proceeding issue an initial decision not later than 120 days from the date of service of the order instituting proceedings. (Rel. 34-59689; File No. 3-13427)


SEC Charges South Florida Residents and New York Attorney in Penny Stock Distribution Scheme

On April 2, the Securities and Exchange Commission filed a civil complaint against south Florida residents Frank C. Calmes, Lynn D. Rowntree, and Manny J. Shulman, New York attorney James E. Pratt, and Younger America, Inc., formerly known as Infinity Acquisition Corp. and Infinity Music Corp., in connection with an illegal penny stock distribution scheme that netted the defendants approximately $3.9 million between 2004 and 2008.

According to the Commission's complaint, filed in the United States District Court for the Southern District of Florida, Calmes, Rowntree, and Shulman devised a scheme to illegally sell large amounts of stock of small companies after they had arranged for the companies' shares to be publicly quoted. These illegal stock distributions were often facilitated by baseless legal opinion letters written by Pratt and in some cases by fraudulent wash trades by Rowntree. Further, Calmes and Shulman took control of Younger America, one of the companies they had helped become publicly quoted, and disseminated false information to facilitate illegal sales of its stock by themselves and others. In total, Calmes, Rowntree, Shulman, and Pratt received ill-gotten gains of approximately $3.9 million. Many of Shulman's illegal sales were made through accounts held by his wife, Krystal A. Becnel, who is named in the Commission's complaint as a relief defendant.

The Commission's complaint alleges that Calmes, Rowntree, and Shulman violated the antifraud provisions of the securities laws contained in Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and that all of the defendants violated the registration provisions contained in Sections 5(a) and 5(c) of the Securities Act of 1933. The Commission seeks officer and director bars against Calmes and Shulman, penny stock bars against Calmes, Rowntree, Shulman, and Pratt, and disgorgement, plus prejudgment interest, and civil penalties against all of the defendants. [SEC v. Frank C. Calmes, Lynn D. Rowntree, Manny J. Shulman, James E. Pratt, et al., Case Number: 9:09-cv-80524 (S. D. Florida)] (LR-20984)


INVESTMENT COMPANY ACT RELEASES

Bridgeway Capital Management, Inc.

A notice has been issued giving interested persons until April 27, 2009, to request a hearing on an application filed by Bridgeway Capital Management, Inc. (Bridgeway) for an order pursuant to Section 2(a)(9) of the Investment Company Act. The order would declare that Leonora R. Montgomery does not control Bridgeway. (Rel. IC-28685 - April 1)


SELF-REGULATORY ORGANIZATIONS

Immediate Effectiveness of Proposed Rule Changes

A proposed rule change filed by the New York Stock Exchange extending to Sept. 1, 2009, the operative date of the New York Stock Exchange Rule 2 requirement that NYSE-only member organizations apply for and be approved as a member of the Financial Industry Regulatory Authority, Inc. (SR-NYSE-2009-36) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59659)

The Options Clearing Corporation filed a proposed rule change (SR-OCC-2009-04) under Section 19(b)(3)(A)(iii) of the Securities Exchange Act of 1934, which proposed rule change became effective upon filing, that revises OCC's By-Laws and Rules to accommodate conventional cash-settled commodity options, binary commodity options, and event options. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59664)

A proposed rule change filed by NYSE Amex (SR-NYSEAmex-2009-05) amending Equities Rule 48.10 to extend the temporary provisions of the Rule relating to the ability of the Exchange to declare an Extreme Market Volatility Condition and suspend certain Exchange requirements relating to the closing of securities at the Exchange has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59665)

A proposed rule change filed by the New York Stock Exchange (SR-NYSE-2009-35) amending Rule 48.10 to extend the temporary provisions of the Rule relating to the ability of the Exchange to declare an Extreme Market Volatility Condition and suspend certain NYSE requirements relating to the closing of securities at the Exchange has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59666)

A proposed rule change filed by the Options Clearing Corporation (SR-OCC-2009-05) to clear and settle flexibly structured options traded on the Chicago Board Options Exchange has become effective pursuant to Section 19(b)(3)(A) (iii) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59675)


Proposed Rule Changes

The Chicago Board Options Exchange has filed a proposed rule change (SR-CBOE-2009-022) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to list and trade S&P 500 Dividend Index options. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59667)

A proposed rule change (SR- FINRA 2009-013) has been filed by the Financial Industry Regulatory Authority pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder regarding a proposal to amend the tolling provisions in rules 12206 and 13206 of the Codes of Arbitration Procedure for Customer and Industry Disputes. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59672)


Accelerated Approval of Proposed Rule Change

The Commission granted accelerated approval of a proposed rule change submitted by NYSE Arca (SR-NYSEArca-2009-14), through its wholly owned subsidiary, NYSE Arca Equities, Inc., relating to the leverage factor applicable to the MacroShares Major Metro Housing Trusts. Publication is expected in the Federal Register during the week of April 6. (Rel. 34-59678)


SECURITIES ACT REGISTRATIONS


RECENT 8K FILINGS

 

http://www.sec.gov/news/digest/2009/dig040209.htm


Modified: 04/02/2009