UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION Securities Exchange Act of 1934 Release No. 37747 / September 30, 1996 Accounting and Auditing Enforcement Release No. 831 / September 30, 1996 Administrative Proceedings File No. 3-9115 ÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄ ) In the Matter of ) ORDER INSTITUTING PROCEEDINGS ) AND OPINION AND ORDER Rom N. De Guzman, CPA, ) PURSUANT TO RULE 102(e) OF ) THE COMMISSION'S RULES OF Respondent. ) PRACTICE ÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄÄ I. The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that public administrative proceedings be, and they hereby are, instituted pursuant to Rule 102(e) of the Commission's Rules of Practice against Rom N. De Guzman, CPA ("De Guzman"). II. In anticipation of the institution of this administrative proceeding, De Guzman has submitted an Offer of Settlement which the Commission has determined to accept. Solely for the purpose of this proceeding and any other proceeding brought by or on behalf of the Commission or to which the Commission is a party, and prior to a hearing pursuant to the Commission's Rules of Practice, 17 C.F.R.  201.1 et seq., and without admitting or denying any findings set forth herein, except as to jurisdiction and the facts set forth in paragraphs III.A. and III. B. below, which he admits, De Guzman consents to the issuance of this Order Instituting Proceedings And Opinion And Order Pursuant to Rule 102(e) of the Commission's Rules of Practice ("Order") and to the entry of the findings and imposition of the remedial sanction as set forth below. ==========================================START OF PAGE 2====== III. FINDINGS On the basis of this Order and De Guzman's Offer of Settlement, the Commission finds that:-[1]- A. De Guzman has been a certified public accountant duly licensed by the State of California since July 29, 1983 and has practiced before the Commission within the meaning of Rule 102(f) of the Commission's Rules of Practice in connection with the preparation of financial statements and other documents filed with the Commission; B. De Guzman is a defendant in Securities and Exchange Commission v. ANW, Inc., et al., Civ. No. 95-4990 ER (Mcx) (C.D. Cal. July 27, 1995). On October 17, 1995, the United States District Court for the Central District of California permanently enjoined De Guzman from future violations of Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5. De Guzman consented, without admitting or denying the allegations contained in the Complaint (except as to jurisdiction, which was admitted), to the issuance of the order of permanent injunction and to the entry of final judgment thereon; and C. The Commission's Complaint in the above action alleged that De Guzman, with scienter, issued false and misleading audit opinions that were contained in ANW's annual reports on Form 10-K for the fiscal years ending June 30, 1990, 1991 and 1992. De Guzman's unqualified reports stated that the company's financial statements were compiled in accordance with Generally Accepted Accounting Procedures ("GAAP") and that De Guzman's audits were conducted in conformance with Generally Accepted Auditing Standards ("GAAS"). In fact, the company had represented contrary to GAAP that it held title to entire parcels of land consisting of 650,000 or 5,000,000 acres of land in Riverside, Imperial and San Bernardino, Counties in California and that ANW owned $3.4 million of original artwork. Further, De Guzman had not conducted his audits in conformance with GAAS. ---------FOOTNOTES---------- -[1]- The findings herein are made pursuant to De Guzman's Offer of Settlement and are not binding on any other person or entity named as a respondent in this or any other proceeding. ==========================================START OF PAGE 3====== IV. ORDER IMPOSING SANCTIONS Based on the foregoing, the Commission deems it appropriate and in the public interest to accept the Offer of Settlement submitted by Rom N. De Guzman and accordingly, IT IS HEREBY ORDERED that, effective immediately, Rom N. De Guzman be, and hereby is, denied the privilege of appearing or practicing before the Commission as an accountant. By the Commission. Jonathan G. Katz Secretary