UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 7471 / October 22, 1997 SECURITIES EXCHANGE ACT OF 1934 Release No. 39263 / October 22, 1997 ADMINISTRATIVE PROCEEDING File No. 3-9201 ______________________________ In the Matter of : :ORDER MAKING FINDINGS SKY SCIENTIFIC, INC., et al. :AND IMPOSING REMEDIAL :SANCTIONS BY DEFAULT ______________________________ Walter A. Dorow, Jr. is in default under the Securities and Exchange Commission s (Commission) Rules of Practice, Rules 155 and 310, 17 C.F.R. .. 201.155, .310 (1996), because he failed to appear at the hearing in the above cause (except as a witness pursuant to subpoena), or to respond to the Order to Show Cause entered on September 16, 1997. The Order Instituting Proceedings (OIP) alleges, in pertinent part, that Respondent Dorow engaged in the public distribution of unregistered stock and made materially false and misleading statements and omissions of fact to investors and prospective investors regarding: a.the existence and value of Sky Scientific, Inc. s (Sky) assets, liabilities, mining business, properties, precious metals reserves, environmental compliance, revenues, and mining technology; b.the magnitude of Sky s income, expenses, net loss, sources and uses of capital and financial ability to continue its activities without material interruption; c.the value of preferred stock issued by Sky or its subsidiaries in connection with acquisition of assets; d.the proposed spin-off of a subsidiary called Sky Scientific Financial Services, Inc. (Financial Services), the operations and personnel of Financial Services, and the value of financial instruments purportedly issued by a Russian bank and purportedly owned by Financial Services; e.the nature of services purportedly being performed by consultants whom Sky was paying with common stock, and capital raising being conducted or ======END OF PAGE 1====== . orchestrated by others; f.the identity of the authors and publishers of promotional brochures and the actual compensation paid by Sky to the authors and publishers; and g.the prospects and likelihood of success of Sky s business ventures and the risks of investing in Sky stock. The OIP further alleges, in pertinent part, that Respondent Dorow caused false filings to be made, in that he directly or indirectly made untrue statements of material facts and omitted to state material facts about Sky. Accordingly, I find the allegations in the OIP, insofar as they pertain to Respondent Dorow, are true. The Division requests a cease and desist order and disgorgement in the sum of $549,983 plus prejudgment interest of $175,895, for a total of $725,878. I find that it is in the public interest to order Respondent Dorow to cease and desist from further violations of certain sections of the Securities Act of 1933 (Securities Act) and the Securities Exchange Act of 1934 (Exchange Act), and to order disgorgement in the amount of $725,878. ACCORDINGLY, it is: ORDERED pursuant to Section 8A of the Securities Act and Section 21C of the Exchange Act that Walter A. Dorow, Jr. cease and desist from committing or causing violations or any future violations of Sections 17(a)(1), 17(a)(2), and 17(a)(3) of the Securities Act and Sections 10(b), 13(a), and 13(b)(2)(a) of the Exchange Act and Rules 10b-5, 12b-20, 13a-1, 13a-11, 13a-13 and 13b2-1 thereunder; and FURTHER ORDERED pursuant to Section 8A(e) of the Securities Act and Section 21C(e) of the Exchange Act that Walter A. Dorow, Jr. disgorge $549,983 plus prejudgment interest of $175,895. Payment of sums owed shall be: (i) made by United States postal money order, certified check, bank cashier s check, or bank money order; (ii) made payable to the Securities and Exchange Commission; (iii) delivered by hand or courier to the Office of the Secretary, Securities and Exchange Commission, 450 5th Street, N.W., Washington, D.C. 20549; and (iv) submitted under cover letter which identifies Walter A. Dorow, Jr. as the Respondent in these proceedings, and the file number of these proceedings. _______________________ Robert G. Mahony Administrative Law Judge ======END OF PAGE 2======