UNITED STATES OF AMERICA
| ORDER INSTITUTING PUBLIC PROCEEDINGS, MAKING FINDINGS AND IMPOSING REMEDIAL SANCTIONS PURSUANT TO SECTION 15(b)(6) OF THE SECURITIES EXCHANGE ACT OF 1934 |
The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that proceedings pursuant to Section 15(b)(6) of the Securities Exchange Act of 1934 ("Exchange Act") be, and they hereby are, instituted against Edward A. Durante ("Durante" or "Respondent").
In anticipation of the institution of these proceedings, Durante has, pursuant to Rule 240(a) of the Commission's Rules of Practice [17 C.F.R. § 201.240(a)], submitted an Offer of Settlement ("Offer"), which the Commission has determined to accept.
Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or to which the Commission is a party, Durante:
A. admits jurisdiction of the Commission over him and over the matters set forth in this Order; and
B. without admitting or denying the findings in this Order, except as to the entry of the injunction in Paragraph III.B. below, which is admitted, consents to the entry of this Order and the imposition of the remedial sanctions set forth below.
On the basis of this Order and Respondent's Offer, the Commission finds:
A. That on August 2, 1999, the Commission filed its Complaint For Permanent Injunctive and Other Legal and Equitable Relief against Durante, and others, in the United States District Court for the Northern District of California, Securities and Exchange Commission v. Edward A. Durante, et al., Civil Action No. C99-3690 SBA (MEJ) (N.D. Cal.)(the "Civil Action");
A. That on November 7, 2001, a Final Judgment of Permanent Injunction And Other Relief was entered against Durante by the United States District Court for the Northern District of California in the Civil Action. The Final Judgment, which was entered pursuant to Durante's consent, permanently enjoins Durante from violations of 5(a), 5(c) and 17(a) of the Securities Act of 1933 ("Securities Act"), Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder, Rule 101 of Regulation M, and from aiding and abetting violations of Section 15(g) of the Exchange Act and Rules 15g-2 through 15g-6 thereunder, and orders Durante to pay $1,000,000 in disgorgement. Durante consented to the entry of the Final Judgment without admitting or denying the allegations in the Commission's complaint; and
A. That the Commission's complaint alleged that at all relevant times, the common stock of PSA, Inc. was a penny stock, as defined in the Exchange Act and Rules thereunder. The Complaint further alleged that Durante, from approximately January 1998 through August 1998, knowingly or recklessly: (a) participated in a massive and illegal unregistered distribution of restricted shares of PSA stock; (b) purchased PSA stock on the open market to raise the stock price artificially; (c) solicited small investors to purchase PSA stock through at least two unregistered broker-dealers he controlled; (d) recklessly or intentionally lied to investors about material facts; (e) misappropriated funds entrusted to him by investors; and (f) issued false and misleading statements to the market about PSA.
B. From approximately January 1998 to August 1998, Durante was acting as an unregistered broker-dealer.
C. Respondent participated in an offering of PSA stock, which is a penny stock.
In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Durante's Offer of Settlement.
ACCORDINGLY, IT IS HEREBY ORDERED that Edward A. Durante be, and he hereby is, barred from association with any broker or dealer and barred from participating in any offering of a penny stock, including: (a) acting as a promoter, finder, consultant, agent, or other person who engages in activities with a broker, dealer or issuer for purposes of the issuance or trading in any penny stock; or (b) inducing or attempting to induce the purchase or sale of any penny stock.By the Commission.
Jonathan G. Katz
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