==========================================START OF PAGE 1====== UNITED STATES SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 15084 / September 27, 1996 ACCOUNTING AND AUDITING ENFORCEMENT RELEASE NO. 830 / September 27, 1996 SECURITIES AND EXCHANGE COMMISSION v. GORDON L. HALL AND R.L. PORTER , Civil Action No. 96-2223 PHX (ROS) (D. Ariz., filed September 26, 1996). The Securities and Exchange Commission ("Commission") announced the filing on September 26, 1996 of a complaint in federal district court in Phoenix, Arizona naming Gordon L. Hall and R.L. Porter, formerly officers and directors of Eagle Holdings, Inc., for violations of the federal securities laws in connection with a fraudulent scheme to inflate the value of assets reported by Eagle in periodic filings from September 1992 through April 1994. The Commission's complaint alleges that Hall and Porter violated the fraud, reporting, books and records and internal control provisions of the federal securities laws. In addition, the complaint alleges that Hall sold unregistered Eagle stock, and traded Eagle securities while in possession of material nonpublic information that Eagle's financial statements were grossly overstated. Specifically, the Commission's complaint alleges that Hall and Porter caused Eagle to acquire and record on its financial statements three purported assets which they knew or should have known were materially overvalued. The first, a note acquired from a company controlled by Hall, was secured by real estate worth approximately $367,000 but valued on Eagle's financial statements at $2.5 million. The second, an undivided one-half interest in undeveloped land in Oklahoma which was acquired from a company controlled by Porter, was worth approximately $200,000 but valued on Eagle's financial statements at $1.3 million. The third, a debenture obtained pursuant to an agreement to lease restricted stock to offshore insurance companies, was improperly listed as a $10.5 million asset. The complaint alleges that, while Eagle's false financial statements were being publicly disseminated, Hall generated over $2 million in proceeds from sales of Eagle stock, most of which was unregistered. The complaint also alleges that, as part of the scheme, Hall and Porter made false and misleading statements to Eagle's independent auditor concerning the transactions in which the company acquired the purported assets. The Commission's complaint seeks an injunction prohibiting further violations of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 and Sections 10(b), 13(a) and 13(b)(2) of the Securities Exchange Act of 1934 and Rules 10b-5, 13a-1, ==========================================START OF PAGE 2====== 13a-11, 13a-13, 13b2-1 and 13b2-2 thereunder by Hall, and an injunction prohibiting further violations of Section 17(a) of the Securities Act, Sections 10(b) and 13(b)(2) of the Exchange Act and Rules 10b-5, 13b2-1 and 13b2-2 by Porter. The complaint also seeks penalties against Hall and Porter, as well as disgorgement of trading profits and an officer and director bar against Hall. In addition, the complaint names Hall's wife, Stacy Hall, as a relief defendant and seeks disgorgement of proceeds she received from Hall's stock sales.