==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Litigation Release No. 15155 / November 12, 1996 Accounting and Auditing Enforcement Release No. 854 / November 12, 1996 SECURITIES AND EXCHANGE COMMISSION v. KENDALL SQUARE RESEARCH CORPORATION, HENRY BURKHARDT III, PETER APPLETON JONES, AND KARL G. WASSMANN III, Civil Action No. 96-10869 (MLW) (D. Mass.) The Securities and Exchange Commission announced today that on October 31, 1996, the Honorable Mark L. Wolf, United States District Judge, entered a Final Judgment against defendant Peter Appleton Jones. The Final Judgment (i) permanently restrains and enjoins Appleton Jones from violating the anti-fraud, books and records, and internal accounting controls provisions of the federal securities laws; (ii) bars Appleton Jones from acting as an officer or director of any public company for a period of ten years; and (iii) orders Appleton Jones to pay a total of $321,526, representing disgorgement of losses avoided through his sale of Kendall Square Research Corporation ("KSR") common stock and prejudgment interest thereon, but waiving payment of all but $40,000 of that amount based on Appleton Jones' demonstrated inability to pay a greater amount. The Final Judgment permanently restrains and enjoins Appleton Jones from violating Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 and Rules 10b-5, 13b2-1 and 13b2-2 thereunder. Appleton Jones consented to the entry of the Final Judgment, without admitting or denying the allegations contained in the Commission's Complaint. Appleton Jones was the highest ranking sales executive of KSR, a Massachusetts-based manufacturer of high performance computer systems that was liquidated earlier this year in a bankruptcy proceeding. The Complaint, filed on April 29, 1996, alleged that Appleton Jones and the other defendants violated the anti-fraud, periodic reporting, books and records, and internal accounting controls provisions of the federal securities laws. Appleton Jones and the other individual defendants were alleged to have caused KSR to issue materially false and misleading financial statements for fiscal year 1992 and the first two quarters of 1993, which overstated the Company's revenues and earnings. In addition, the Complaint alleged that Appleton Jones sold KSR stock while in possession of material nonpublic information regarding the Company's true financial condition. ==========================================START OF PAGE 2====== The two other individual defendants named in the Complaint, Henry Burkhardt III, KSR's former president and chief executive officer, and Karl G. Wassmann III, KSR's former chief financial and accounting officer, consented to the entry of Final Judgments against them at the time the Complaint was filed in April 1996, without admitting or denying the allegations of the Complaint. Judge Wolf entered those Final Judgments on October 31, 1996. The Commission voluntarily dismissed its claims against KSR in light of the Company's liquidation. In a related matter, the Commission today instituted an administrative proceeding against Karl G. Wassmann III. See Exchange Act Rel. No. [ ]; Accounting and Auditing Enforcement Release No. [ ] (November 12, 1996). As part of his settlement with the Commission in April 1996, Wassmann consented, without admitting or denying the findings contained therein, to the entry of an Order in this administrative proceeding, pursuant to Rule 102(e)(3)(i) of the Commission's Rules of Practice, permanently denying Wassmann the privilege of appearing or practicing as an accountant before the Commission, with the right to apply for readmission after five years from the date of entry of the Order.