-------------------- BEGINNING OF PAGE #1 ------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 14649 / September 21, 1995 SECURITIES AND EXCHANGE COMMISSION v. CROSS FINANCIAL SERVICES, INC., OWEN R. FOX, CARROLL E. SIEMENS, BRUCE FRANKLIN, MICHAEL J. COLELLO AND DOUGLAS S. CROSS, Civil Action No. 94-4228 RAP(Ex) (C.D. Cal. June 23, 1994). The Securities and Exchange Commission ("Commission") announced that on September 7, 1995, the Honorable Richard A. Paez, United States District Court Judge for the Central District of California ("Court"), entered a Judgment Against Defendants Owen R. Fox, Carroll E. Siemens, Bruce Franklin, Michael J. Colello and Douglas S. Cross. The Judgment was entered following the Court granting the Commission's summary judgment motions. The Commission's enforcement action was initially filed on June 23, 1994. The initial Complaint filed in the action, as well as the First Amended Complaint filed subsequently, alleged that Defendants Owen R. Fox ("Fox"), Carroll E. Siemens ("Siemens"), Bruce Franklin ("Franklin") and Douglas S. Cross ("Cross") were involved in a fraudulent scheme that raised in excess of $21 million from over 700 investors by offering and selling the unregistered securities of corporate defendant Cross Financial Services, Inc. ("CFS"). The Commission alleged that these defendants misappropriated substantial investor funds and made misrepresentations and omissions of material fact, including misrepresenting that CFS was engaged in, and would use investor funds for, accounts receivable factoring. In fact, as proven by the Commission, CFS never factored any accounts receivable. Moreover, the Commission established that these defendants, unknown to CFS' investors, used investor funds to purchase uncollectible letters of credit, and that Siemens used investor funds to make loans at usurious rates of interest to companies in dubious financial condition. The Judgment permanently enjoins Defendants Fox, Siemens, Franklin and Cross from further violations of the registration and antifraud provisions of the federal securities laws and orders them to disgorge their ill- gotten gains, together with prejudgment interest thereon. The Judgment orders disgorgement of over $7.8 million from Fox, over $6.5 million from Siemens and over $2.3 million from Franklin, as well as fixing disgorgement of $8.6 million from Cross, who has filed for Chapter 7 bankruptcy. These defendants are jointly and severally liable for various portions of these amounts. The Judgment also directs that the assets of Fox, Siemens, Franklin and Cross, previously frozen by the Court, be turned over to Richard Shaffer, the Court-appointed Receiver for CFS. In addition, the Judgment directs relief Defendant Michael J. Colello ("Colello") to disgorge in excess of $2.6 million of CFS funds that he received from the other defendants. Colello's motion to dismiss the Commission's -------------------- BEGINNING OF PAGE #2 ------------------- First Amended Complaint and his cross-motion for summary judgment against the Commission were denied.