Securities Exchange Act of 1934
Release No. 42275 / December 27, 1999

Administrative Proceeding
File No. 3-10123

______________________________
  :
In the Matter of : ORDER INSTITUTING PUBLIC
  : ADMINISTRATIVE PROCEEDINGS
Ronald A. Martini, : PURSUANT TO SECTIONS 15(b)(6)
  : AND 19(h) OF THE SECURITIES
Respondent. : EXCHANGE ACT OF 1934,
: MAKING FINDINGS, AND IMPOSING
  : REMEDIAL SANCTIONS
______________________________:
I.

The Securities and Exchange Commission ("Commission") deems it appropriate in the public interest and for the protection of investors that a public administrative proceeding pursuant to Sections 15(b)(6) and 19(h) of the Securities Exchange Act of 1934 ("Exchange Act") be, and hereby is, instituted against respondent Ronald A. Martini ("Martini").

II.

In anticipation of the institution of this proceeding, Martini has submitted an Offer of Settlement ("Offer"), which the Commission has determined is in the public interest to accept. Solely for the purpose of this proceeding, and any other proceeding brought by or on behalf of the Commission or in which the Commission is a party, and without admitting or denying the findings set forth herein, except as to the fact of his criminal conviction set forth in paragraph III.C. below, and the jurisdiction of the Commission over him and over the matters set forth in this Order Instituting Public Administrative Proceedings Pursuant To Sections 15(b)(6) And 19(h) Of The Securities Exchange Act Of 1934, Making Findings, And Imposing Remedial Sanctions ("Order"), which he admits, Martini consents to the entry of the findings and the imposition of the sanctions set forth in this Order.

III.

On the basis of this Order and Martini's Offer, the Commission finds that:

A. Martini was born on September 24, 1937 and is a resident of Lighthouse Point, Florida.

B. Martini was associated as an undisclosed principal with Sheffield Securities, a registered broker-dealer which is now defunct, from approximately May 1986 to March 1989.

C. On April 24, 1990, in the United States District Court for the District of New Jersey, Martini pled guilty to one felony count under 18 U.S.C. § 371 for conspiracy to commit securities fraud, one felony count under 18 U.S.C. § 1343 for wire fraud, and one felony count under 15 U.S.C. §§ 78j(b) and 78ff for securities fraud. The Court entered the judgment of conviction on December 23, 1996. United States v. Ronald A. Martini, Cr. 90-186 (D.N.J.) (JWB). On December 19, 1996, the Court sentenced Martini to a five month term of imprisonment, three years probation, and five months of home confinement, and ordered him to pay a $30,000 fine and a special assessment of $150.00.

D. The Information underlying the criminal conviction charged, among other things, that:

(1) In 1988 and 1989, while he was associated with Sheffield Securities, Martini participated in a scheme to manipulate the prices of the securities of Vista Capital Corp. ("Vista"), Castleton Investors Corp. ("Castleton"), and Bellatrix Corp. ("Bellatrix"), by:

(a) failing to disclose his position as a principal of Sheffield Securities to regulators and the public;

(b) at the suggestion of his co-conspirators, conspiring to have Sheffield Securities act as the underwriter for the Vista and Bellatrix initial public offerings;

(c) conspiring to allow his co-conspirators to control, through Sheffield Securities, the Vista and Bellatrix initial public offerings, including determining the offering price, and who would buy the securities and in what amount;

(d) conspiring to illegally "box" the securities sold in the Vista and Bellatrix initial public offerings, e.g., causing these Vista and Bellatrix securities to be sold to persons either controlled by his co-conspirators or under the control of persons who had understandings with his co-conspirators regarding the manner in which the securities would be traded;

(e) conspiring to fail to disclose in regulatory filings that his co-conspirators had arranged, through Sheffield Securities, for Vista and Bellatrix to merge with other companies;

(f) conspiring to purchase a majority of Castleton's outstanding securities while a merger agreement between Castleton and another private company was being arranged; and

(g) at the direction of his co-conspirators, conspiring to engage, through Sheffield Securities, in various fraudulent trading practices, including matched orders, parking stock, and using nominee accounts.

(2) For his participation in the manipulation scheme, Martini received a portion of the profits from the Sheffield Securities trading account.

E. Vista was at all relevant times a reporting company, whose stock was registered with the Commission pursuant to Section 15(d) of the Exchange Act. Vista's common stock was traded over the counter and listed in the Pink Sheets. The common stock of Vista was not registered or approved for registration upon notice of issuance on a national securities exchange, nor was such security authorized, or approved for authorization upon notice of issuance, for quotation on an automated quotation system sponsored by a registered securities association, nor was such security issued by a registered investment company. At all times relevant to this matter, the price of Vista common stock was less than five dollars per share. At no time relevant to this matter did Vista have net tangible assets in excess of $2,000,000 nor average revenue of $6,000,000 for a three year period.

F. Castleton was at all relevant times a reporting company, whose stock was registered with the Commission pursuant to Section 15(d) of the Exchange Act. Castleton's common stock was traded over the counter and listed in the Pink Sheets. The common stock of Castleton was not registered or approved for registration upon notice of issuance on a national securities exchange, nor was such security authorized, or approved for authorization upon notice of issuance, for quotation on an automated quotation system sponsored by a registered securities association, nor was such security issued by a registered investment company. At all times relevant to this matter, the price of Castleton common stock was less than five dollars per share. At no time relevant to this matter did Castleton have net tangible assets in excess of $2,000,000 nor average revenue of $6,000,000 for a three year period.

G. Bellatrix was at all relevant times a reporting company, whose stock was registered with the Commission pursuant to Section 15(d) of the Exchange Act. Bellatrix's common stock was traded over the counter and listed in the Pink Sheets. The common stock of Bellatrix was not registered or approved for registration upon notice of issuance on a national securities exchange, nor was such security authorized, or approved for authorization upon notice of issuance, for quotation on an automated quotation system sponsored by a registered securities association, nor was such security issued by a registered investment company. At all times relevant to this matter, the price of Bellatrix common stock was less than five dollars per share. At no time relevant to this matter did Bellatrix have net tangible assets in excess of $2,000,000 nor average revenue of $6,000,000 for a three year period.

IV.

In view of the foregoing, the Commission deems it appropriate and in the public interest to accept Martini's Offer and to impose the sanctions which are set forth in the Offer.

Accordingly, it is hereby ordered that:

Effective immediately, Martini be, and hereby is, barred from association with any broker or dealer.

By the Commission.

Jonathan G. Katz
Secretary