UNITED STATES SECURITIES AND EXCHANGE Litigation Release No. 15267 / February 27, 1997 SEC v. Marshall E. Melton; Asset Management and Research, Inc.; Westview Capital, L.C.; Trading Partners, L.C.; and Trading Partners II, L.C. (M.D.N.C., Civil Action No. 2:97-CV-00151) The Securities and Exchange Commission announced today that a complaint was filed by the Commission on February 24, 1997, in the United States District Court for the Middle District of North Carolina, Greensboro Division, against Marshall E. Melton ("Melton"); Asset Management and Research, Inc. ("AMR"), a registered investment advisor owned by Melton; and three limited liability companies controlled by Melton. The three limited liability companies are Westview Capital, L.C. ("Westview Capital"); Trading Partners, L.C. ("TP"); and Trading Partners II, L.C. ("TP2"). The complaint seeks preliminary and permanent injunctions to enjoin defendants Melton, AMR, Westview Capital, TP and TP2 from violating Sections 17(a)(1) through 17(a)(3) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. Further, the complaint seeks to restrain defendants Melton and AMR from violating Section 206 of the Investment Advisers Act of 1940 and to enjoin Westview Capital from violations of Section 15(a) of the Securities Exchange Act of 1934. The Commission also seeks disgorgement of all ill-gotten gains, prejudgement interest thereon, civil penalties, a freeze of all assets held by the Melton and the defendant companies, and the appointment of a receiver for Westview Capital, TP and TP2. The complaint alleges that violations of the antifraud provisions of the securities laws by Melton and the defendant companies occurred primarily from mid-1994 through late 1996. Defendants Westview Capital, TP and TP2, through private placements conducted by Melton, raised approximately $5,000,000 from approximately 44 investors, many of whom invested in more than one of the entities. Through misrepresentations and the omission of material facts, Melton solicited and raised funds from unwitting investors. The investors were advised that their funds were being invested in specific investments, when, in fact, Melton was consistently commingling monies among the limited liability companies and using the investors' funds to operate other entities owned by Melton. The Commission's complaint further alleges that Westview Capital acted as an unregistered broker by receiving commissions on sales of units in TP and TP2, which were organized as pools to trade in securities. TP and TP2 deceived their investors by making distributions of "profits" when, in fact, any trading ==========================================START OF PAGE 2====== returns were dwarfed by the losses that TP and TP2 carried in their trading accounts.