UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION Securities Exchange Act of 1934 Release No. 38713 / June 3, 1997 Accounting and Auditing Enforcement Release No. 921 / June 3, 1997 Administrative Proceeding File No. 3-9326 : In the Matter of : ORDER INSTITUTING PUBLIC : PROCEEDINGS AND OPINION STEVEN F. BROADBENT, C.P.A.: AND ORDER PURSUANT TO RULE 102(e) : OF THE COMMISSION'S Respondent : RULES OF PRACTICE : 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 Rules 102(e)(1) and 102(e)(3)<(1)> of the Commission's Rules of Practice against <(1)> Paragraphs (1)(ii) and (1)(iii) of Rule 102(e) provide, in relevant part, that: (1) The Commission may censure a person or deny, temporarily or permanently, the privilege of appearing or practicing before it in any way to any person who is found by the Commission after notice and opportunity for hearing in the matter . . . (ii) to be lacking in character or integrity or to have engaged in unethical or improper professional conduct, or (iii) to have willfully violated, or willfully aided and abetted the violation of any provision of the Federal securities laws, or the rules and regulations thereunder. Paragraph (3) of Rule 102(e) provides, in relevant part, that: ...(i) The Commission, with due regard to the public interest...may...suspend from appearing or practicing before it any...accountant...who has been by name...permanently enjoined by any court of competent jurisdiction, by reason of his or her misconduct in an action brought by the Commission, from violating or aiding and abetting the violation of any provision of the (continued...) Steven F. Broadbent ("Broadbent"), a former certified public accountant. II. In anticipation of the institution of these administrative proceedings, Broadbent has submitted an Offer of Settlement ("Offer"), which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or to which the Commission is a party, Broadbent consents, without admitting or denying the findings contained herein, except that he admits to the finding contained in Section III.C. below and admits the jurisdiction of the Commission over him and over the subject matter of this proceeding, to the issuance of this Order Instituting Public 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 sanctions as set forth below. III. On the basis of this Order and the Respondent's Offer, the Commission makes the following findings:<(2)> A. Broadbent, 46, of Washington, Missouri, is a certified public accountant, licensed since 1996 by the State of Missouri. Until January 1994, Broadbent was a certified public accountant practicing with the Mesa, Arizona firm of Broadbent, Law & Co., P.C. In January 1994, his license was suspended by the Arizona State Board of Accountancy due to his performance in connection with a previous audit and his signing a check to himself from an estate without authorization to do so. In or about May 1994, he surrendered his CPA license. On April 26, 1995, Broadbent was expelled from the American Institute of Certified Public Accountants. Broadbent has practiced before the Commission within the meaning of Rule 102(f) of the Commission's Rules of Practice in connection with his Independent Auditor's Reports included with the financial statements of Greenway Environmental Services, Inc. ("Greenway"). B. Greenway is a Nevada corporation with its principal place of business in Arizona. Greenway's common stock was registered with the Commission pursuant to Section 12(g) of the Securities Exchange Act of 1934 ("Exchange Act") [15 U.S.C. <(1)>(...continued) Federal securities laws or of the rules and regulations thereunder. <(2)> The Commission's findings herein are not binding upon any other person in this or any other proceeding. ======END OF PAGE 2======  78l(g)] in 1989. That registration was revoked in August 1993. From 1989 and through the times relevant to the finding herein, Greenway was required to file reports with the Commission pursuant to Section 13(a) of the Exchange Act [15 U.S.C.  78m(a)]. C. On February 28, 1997, Broadbent consented to the entry in SEC v. Greenway Environmental Services, Inc., et al., Civil Action No. 1:97CV01041 (D.D.C., May 13, 1997) (EGS), of a Final Judgment of Permanent Injunction (the "Final Judgment") without admitting or denying the allegations in the Complaint, except as to personal and subject matter jurisdiction, which he admitted. The Final Judgment, entered on May 20, 1997, in the United States District Court for the District of Columbia permanently enjoins Broadbent from violating Section 10(b) of the Exchange Act [15 U.S.C.  78j(b)] and Rule 10b-5 promulgated thereunder [17 C.F.R.  240.10b-5]. D. The Commission's complaint, in SEC v. Greenway Environmental Services, Inc., et al., alleges that Broadbent, a certified public accountant, prepared financial statements contained in certain of Greenway's 1992 Forms 10-Q, and prepared and certified financial statements contained in Greenway's 1991 and 1992 Forms 10-K when he knew, or was reckless in not knowing, that such financial statements materially overstated the value of Greenway's assets and included assets Greenway did not own, and that he had not audited the fiscal year-end financial statements in accordance with generally accepted auditing standards ("GAAS"). The complaint further alleges that Broadbent failed to obtain sufficient competent evidential matter with respect to various properties purportedly held by Greenway. Additionally, the complaint alleges that Broadbent held himself out as an independent auditor of Greenway's year-end 1991 and 1992 financial statements when he, in fact, prepared the financial statements he was auditing and performed bookkeeping services for Greenway during 1992. Also, Broadbent's field work in connection with the audits he performed failed to meet professional standards in that he failed to make inquiries of Greenway's predecessor auditor, failed to collect sufficient evidential matter relating to the value of Greenway's assets, failed to obtain written representations from management, and failed to perform other procedures and obtain other documentation required by GAAS. E. By reason of the conduct set forth in this Order and in the Commission's complaint, the Commission finds that Broadbent was permanently enjoined from further violations of certain provisions of the federal securities laws, willfully violated Section 10(b) of the Exchange Act and Rule 10b-5 ======END OF PAGE 3====== promulgated thereunder, and engaged in improper professional conduct within the meaning of Rule 102(e)(1) of the Commission's Rules of Practice. IV. Based on the foregoing, the Commission deems it appropriate and in the public interest to accept the Offer submitted by Broadbent and accordingly, IT IS HEREBY ORDERED, effective immediately, that Broadbent is denied the privilege of appearing or practicing before the Commission as an accountant. By the Commission. ________________________ Jonathan G. Katz Secretary ======END OF PAGE 4======