==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION Washington, DC Litigation Release No. 15311 / April 1, 1997 SECURITIES AND EXCHANGE COMMISSION v. BANNER FUND INTERNATIONAL, SWISS TRADE AND COMMERCE TRUST LTD., LLOYD R. WINBURN, EDDIE R. BLACKWELL AND BERT C. THOMPSON, United States District Court for the District of Columbia, Civil Action No. 94-0342 (EGS) The Securities and Exchange Commission ("Commission") today announced that the United States District Court for the District of Columbia has entered final judgments against Bert C. Thompson ("Thompson") and Banner Fund International ("Banner Fund"). According to the Commission's complaint, the defendants engaged in a fraudulent scheme to offer and sell unregistered securities issued by Banner Fund, an unregistered foreign investment company that was illegally doing business in the United States. According to the Commission's pleadings: Between late 1992 and February 1994, the defendants raised approximately $6.5 million by defrauding more than 10,000 investors, most of whom reside in the United States. Specifically, the defendants distributed promotional materials falsely claiming to provide a means for small investors, with contributions of as little as $200, to participate in an investment employing sophisticated leverage and arbitrage trading techniques utilized by large international financial institutions. Defendants misrepresented that investors would receive extraordinary returns with virtually no risk of loss, and high liquidity. Defendants Lloyd R. Winburn ("Winburn"), Eddie R. Blackwell ("Blackwell"), Swiss Trade & Commerce Trust Ltd. ("Swiss Trade") and Banner Fund also misrepresented to investors how they would invest monies received in the Banner Fund offering. Certain of the fraud proceeds were transferred to entities controlled by defendants Winburn and Blackwell or their family members. Defendant Thompson marketed Banner Fund securities by creating and distributing promotional materials. On March 21, 1997, the Court entered a Final Judgment of Permanent Injunction against Thompson by consent. Without admitting or denying the allegations of the complaint, Thompson consented to a permanent injunction against violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 ("Securities Act"), Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act"), and Rule 10b-5 thereunder, and Section 7(d) of the Investment Company Act of 1940 ("Investment Company Act"). Thompson agreed to disgorge $12,730, the full amount he received from the conduct alleged in the complaint. The Court waived payment of prejudgment interest, and did not order a civil ==========================================START OF PAGE 2====== penalty, in light of Thompson's demonstrated inability to pay based upon his sworn representations in a statement of financial condition. - 2 - On March 24, 1997, the Court entered a Final Judgment of Permanent Injunction against Banner Fund by default. The judgment permanently enjoins Banner Fund from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act, Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and Section 7(d) of the Investment Company Act. The judgment further directs Banner Fund to disgorge $6.5 million plus prejudgment interest. The Court entered this judgment without prejudice to the Commission's seeking to modify the amount of Banner Fund's disgorgement should the Commission become aware of facts justifying such modification. The Commission's action against Swiss Trade, Winburn and Blackwell is pending. (See Litigation Release Nos. 13976, February 24, 1994; 13985, March 1, 1994; and 13995, March 8, 1994)