U.S. SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 15822 / July 29, 1998 SECURITIES AND EXCHANGE COMMISSION V. ENVIRONMENTAL ENERGY, INC.; ENVIRONMENTAL OPERATING, INC.; IRVINE SECURITIES, INC.; LARRY R. CROWDER; JOHN R. POWELL; CHRISTIAN R. HIGGINS; CHARLES L. POWELL; JAMES P. GALLAHER; DALE J. ENGELHARDT; AND TREY L. FRIEDMANN Civil Action No. 98-6060- CM (BQRx) (C.D. Cal.) The Securities and Exchange Commission ("Commission") announced today that on July 28, 1998, it filed a Complaint in the United States District Court for the Central District of California charging seven individuals and three businesses from Orange County, California ("Defendants") with securities fraud in a multi-million dollar scheme concerning oil and gas partnerships ("Partnerships"). Named in the Complaint are: Larry R. Crowder ("Crowder"), age 40, residing in Coto de Caza, California; John R. Powell ("Powell"), age 40, residing in Laguna Beach, California; and three Irvine, California based businesses -- Environmental Energy, Inc. ("EEI"), Environmental Operating, Inc. ("EOI") and Irvine Securities, Inc. ("Irvine Securities"). Also named in the Complaint are five securities salesmen: Christian R. Higgins ("Higgins"), age 22, residing in Newport Beach, California; Charles L. Powell ("C. Powell"), age 45, residing in Huntington Beach, California; James P. Gallaher ("Gallaher"), age 44, residing in San Juan Capistrano, California; Dale J. Engelhardt ("Engelhardt"), age 33, residing in Trabuco Canyon, California; and Trey L. Friedmann ("Friedmann"), age 33, residing in Costa Mesa, California. According to the Complaint, from 1993 to the present, Crowder and Powell developed and ran the Partnership scheme through EEI, EOI and Irvine Securities, raising $15.7 million from over 600 investors nationwide. Partnership offering documents provided to investors represented that large percentages of the investor funds would be used to acquire oil and gas interests, and the offering documents sometimes explicitly stated that these acquisition transactions would be between EEI (directly or through an affiliate) and that EEI would make a profit on the transaction. The offering documents, however, do not adequately disclose the extent of the profit that EEI made on the acquisition transactions. The Complaint alleges that, in fact, EEI made massive profits that ranged from at least 159% to over 64,000% of the amount that EEI paid. Crowder, Powell, EOI and Irvine Securities also represented to investors that certain oil and gas interests would be purchased when, in fact, Crowder and Powell knew that they had lost the right to purchase those interests because their option contract had expired. The Complaint further alleges that the salesmen made material misrepresentations in their solicitations to investors by inflating the expected return on investment, overstating the actual return on investment, misrepresenting that they themselves had invested in the Partnerships (they had not) and misrepresenting the status of a related utility that was to buy gas produced from the Partnerships. The Commission seeks permanent injunctions and civil penalties against all of the Defendants. It also seeks disgorgement of ill-gotten gains and prejudgment interest against Crowder, Powell, EEI and EOI. The Commission charged Crowder, Powell, EEI, EOI, and Irvine Securities with violations of Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 ("Securities Act") and Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 thereunder. The Commission additionally charged Irvine Securities with violations of Section 15(c) of the Exchange Act and Rule 15c1-2 thereunder. The Commission charged Higgins, C. Powell, Gallaher and Engelhardt with violations of Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Finally, the Commission charged Friedmann with violations of Sections 17(a) of the Securities Act and Section 15(a) of the Exchange Act.