-------------------- BEGINNING OF PAGE #1 ------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. LITIGATION RELEASE NO. 14791 / January 23, 1996 SECURITIES AND EXCHANGE COMMISSION V. GREGORY LEE MILLER, CAPITAL RESOURCE SPECIALISTS, INC., AND TELEFUND PARTNERS Civil Action No. C-96-0336 MHP The Securities and Exchange Commission (the "Commission") today announced the filing of a Complaint in the United States District Court for the Northern District of California against Gregory Lee Miller, Capital Resource Specialists, Inc. ("CRS"), and Telefund Partners ("Telefund") alleging that Miller, CRS, and Telefund violated Sections 5 and 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder, in connection with the sale of general partnership units in a 900 telephone line venture. In the Complaint, the Commission seeks a permanent injunction against each of the defendants for violations of the foregoing provisions of the federal securities laws in connection with the offer and sale to the public of unregistered securities of Telefund. The Complaint also seeks disgorgement of investor funds. Simultaneously with the filing of the Complaint, and without admitting or denying the allegations made against them, Miller, CRS, and Telefund consented to the entry of a Final Judgment of Permanent Injunction and Other Relief permanently enjoining them from future violations of Sections 5 and 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. In addition, the Final Judgment against the defendants will order them to disgorge $269,435.00, jointly and severally. Miller, individually, agreed to the entry of a judgment against him in the amount of $65,869.53. However, Miller's disgorgement is waived based upon his sworn Statement of Financial Condition and contingent upon the accuracy and completeness of that statement. According to the Complaint, beginning in or about November 1994, the defendants began to offer and sell to the public securities designated as "general partnership units" in Telefund, a partnership formed by defendant Miller under the laws of the State of California. The Complaint charges that the partnership units met the definition of a security and, therefore, should have been registered. According to the Complaint, defendant CRS contracted with Independent Sales Organizations to solicit prospective investors to purchase Telefund securities. The Commission further alleges that these solicitations were carried out through telephone calls to prospective investors throughout the United States by multiple boiler room sales organizations. Ultimately, Telefund received a total of $1,180,000, substantial amounts of which were used to pay - 2- sales commissions and other initial start up costs, according to the Complaint. The Complaint alleges that the defendants made material misrepresentations falsely stating in the offering materials and in telephone solicitations, that among other things, prospective -------------------- BEGINNING OF PAGE #2 ------------------- investors could receive between a 24 percent return for a four month period to a 203 percent return for a sixteen month period on their investment in Telefund. The Complaint alleges that Telefund's projections of extraordinarily high returns to investors were without basis in fact, and were made without any independent research into the financial feasibility of operating a 900 telephone line number business. Additionally, the Complaint charges that the defendants violated Section 15(a) of the Exchange Act by operating as unregistered broker dealers. The Commission's investigation in this matter is continuing.