==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Litigation Release No. 15211 / January 9, 1997 SECURITIES AND EXCHANGE COMMISSION v. JOSEPH P. GALLUZZI, Civil Action No. 97-76 (D.N.J.) The Commission announced that it filed a Complaint today against Joseph P. Galluzzi in the United States District Court for the District of New Jersey, alleging that he violated the antifraud provisions of the Securities Exchange Act of 1934 ("Exchange Act") arising from payments of more than $250,000 in undisclosed kickbacks that Joseph P. Galluzzi received between April 1987 and December 1993 in connection with issuances of municipal securities by Essex County, New Jersey ("Essex County"), the Essex County Improvement Authority ("ECIA") and the Township of Irvington, New Jersey ("Irvington"). Named in the Complaint is: Joseph P. Galluzzi, age 64, a resident of Springfield, New Jersey. During the period of the conduct alleged in the Complaint, Joseph P. Galluzzi was either a financial consultant to the Freeholders of Essex County, a financial consultant to Essex County, or the Treasurer of Essex County; and was a financial consultant to the Municipal Council of Irvington. The Complaint alleges that: In 1986, Joseph P. Galluzzi and George L. Tuttle, Jr. ("Tuttle"), on behalf of First Fidelity Securities Group ("FFSG"), entered into a kickback arrangement. Under this agreement, Joseph P. Galluzzi would obtain underwriting business in Essex County for FFSG and, in return, FFSG would pay Joseph P. Galluzzi a kickback based upon the amount of bonds issued by Essex County that FFSG underwrote. This kickback agreement was not disclosed. Between April 1987 and February 1991, FFSG paid Joseph P. Galluzzi over $145,000 in kickbacks in connection with Essex County's March 1987, January 1989 and June 1989 Offerings of debt. Joseph P. Galluzzi concealed the kickbacks by submitting false invoices to FFSG for services allegedly rendered on unrelated bond transactions outside of Essex County, and by denying he had a financial relationship with FFSG. In 1991, Tuttle expressed to Joseph P. Galluzzi FFSG's interest in being the lead underwriter for Irvington's fiscal year bond anticipation notes (the "Irvington BANs") ==========================================START OF PAGE 2====== and Irvington's fiscal year adjustment bonds (the "Irvington FYABs") (collectively, the "Irvington Offerings"). Tuttle, on behalf of FFSG, also agreed to pay Joseph P. Galluzzi for his help in having FFSG selected as the lead underwriter on the Irvington Offerings. Again, this kickback agreement was not disclosed. In August 1991, Irvington issued the Irvington BANs, and in February 1992, Irvington issued the Irvington FYABs. On both of those issues, FFSG was the lead underwriter. At the time of the Irvington Offerings, Joseph P. Galluzzi was the budget and financial consultant to the Municipal Council of Irvington. FFSG paid Joseph P. Galluzzi $31,000 in kickbacks in connection with the Irvington Offerings. Joseph P. Galluzzi also received from A.G. Edwards & Sons, Inc. ("AGE") undisclosed kickbacks relating to the ECIA's August 1990 $65 million bond issue (the "ECIA Offering"). Joseph P. Galluzzi was the financial consultant to Essex County, on whose behalf the ECIA Offering was made. Between March 1991 and December 1993, AGE paid Joseph P. Galluzzi at least $82,085.82 under a sham finder's agreement contract. As a result of the foregoing, the Commission alleges that Joseph P. Galluzzi violated Section 10(b) of the Exchange Act and Rule 10b-5. The Commission seeks a final judgment permanently enjoining Joseph P. Galluzzi from future violations of Section 10(b) of the Exchange Act and Rule 10b-5. In addition, the Commission seeks disgorgement of the kickbacks he received and prejudgment interest. FFSG previously settled an administrative proceeding arising out of the same kickback scheme, in which it, without admitting or denying the findings, consented to the issuance of an order finding that FFSG wilfully violated Section 17(a) of the Securities Act of 1933, and Sections 10(b) and 15B(c)(1) of the Exchange Act and Rule 10b-5, and rules G-8, G-17 and G-20 of the Municipal Securities Rulemaking Board, and requiring FFSG to pay disgorgement and prejudgment interest in the amount of $1,793,309.43 and pay a $500,000 penalty. See In the Matter of First Fidelity Securities Group, Exchange Act Release No. 36694 (Jan. 9, 1996), 61 SEC Docket 68 (Feb. 6, 1996). The Commission's investigation is continuing.