==========================================START OF PAGE 1====== UNITED STATES SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 15225 / January 22, 1997 Securities and Exchange Commission v. Gary W. Berus, Patricia S. Gale, Robert W. Harper and Nancy A. Swoffer, (United States District Court for the Eastern District of Michigan, Civil Action No. 96-CV-74524) The Securities and Exchange Commission announced that on January 3, 1997, Judge Nancy G. Edmunds of the United States District Court for the Eastern District of Michigan entered Orders of Permanent Injunction (Orders) against Gary W. Berus (Berus) and Ronald W. Harper (Harper) enjoining them from further violations of Sections 17(a)(1), 17(a)(2) and 17(a)(3) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder and ordering an accounting, disgorgement and civil penalties. The Court will set the specific amount of disgorgement and civil penalties in a subsequent hearing. Berus and Harper consented, without admitting or denying the allegations in the Commission's complaint, to the entry of the Order. The Complaint, filed on September 30, 1996, alleged, among other things, that during the period from 1990 through 1994, Berus and Harper, along with their sales agents, defrauded a total of approximately 120 investors through the offer and sale of $3 million in securities. Specifically, Berus and Harper offered and sold fictitious certificates of deposit (CDs) issued by a purported international bank, Century Security Bank and Trust, Ltd. (Century Security). Furthermore, in two separate scams, Berus sold interests in the Profit Masters Group (Profit Masters) and Meca International, Inc. (Meca), both were investment clubs. In connection therewith, CD investors were told that they were purchasing variable rate CDs, with their money to be used by Century Security to finance various business ventures. Investment club investors were told that their funds would be pooled to purchase common stocks. Depending on the investment scam, investors were promised annual returns ranging from 8% to 24%. In return for the investments, Berus and Harper generally sent investors confirmations for the funds invested and fictitious monthly and/or annual account statements which lulled investors into believing the legitimacy of the investments. In addition, Berus and Harper sometimes paid investors purported monthly interest on their investments, and, in some instances, returns of portions of their principal. Despite the above representations regarding Century Security, Profit Masters and Meca, however, Berus and Harper did ==========================================START OF PAGE 2====== not invest the money as represented. Instead, Berus and Harper, in connection with Century Security, and Berus, in connection with Profit Masters and Meca, simply operated separate "ponzi" schemes. In each of the three schemes, investor money was deposited into brokerage - 2 - accounts, bank accounts and a credit union account, all of which Berus and/or Harper controlled. Undisclosed to investors, Berus and Harper then used investor funds to pay personal and business expenses, to make payments to prior investors and to unsuccessfully trade in speculative investments, including commodity futures and options. Consequently, returns to existing investors were dependent upon the ability of Berus and Harper to continually raise additional funds from new investors. Furthermore, in contravention to Berus' and Harper's representations, Century Security was not even a legitimate banking operation. Thus, in connection with the offer, purchase and sale of securities, misrepresentations and omissions of material fact were made regarding the legitimacy of the investments, the returns to be expected, the risks involved, the commissions received and the use of investor proceeds.