UNITED STATES SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 15425 / July 29, 1997 ACCOUNTING AND AUDITING ENFORCEMENT RELEASE NO. 942 / July 29, 1997 SEC v. MITCHELL A. HAMMER AND JOSEPH LETZELTER, JR., Civil Action No. 97- 6892-CIV-ZLOCH (S.D. Fla. filed July 25, 1997) On July 25, 1997, the Commission filed a civil injunctive action against two former employees of Sheffield Industries, Inc., a bankrupt manufacturing company which had been based in Miami, Florida. The Commission's complaint alleges that between June 1991 and January 1993 Mitchell A. Hammer (Hammer), Sheffield's former CEO, and Joseph Letzelter, Jr. (Letzelter), Sheffield's former controller, perpetrated a massive fraud on Sheffield's investors by maintaining two sets of books and by filing materially false financial reports with the Commission on Sheffield's behalf. The complaint seeks permanent injunctive relief and officer and director bars against both defendants. The complaint alleges that six of Sheffield's SEC filings, which Hammer signed, overstated accounts receivable and inventory by as much as 40%, and falsely stated that Sheffield had complied with a critical loan covenant from a principal lender when, in fact, it was in default thereunder. Hammer, with Letzelter's assistance, orchestrated the scheme by causing Sheffield to keep two sets of books and records: a secret set which accurately reflected the company's deteriorating financial condition, and a public set which fraudulently overstated the company's financial condition. Thus, the complaint alleges that Sheffield, through Hammer, Letzelter and others, failed to make and keep books and records which accurately reflected Sheffield's financial and accounting transactions, and failed to maintain a system of internal accounting controls sufficient to provide assurances that accounting transactions were recorded as necessary to permit the proper preparation of financial statements in conformity with generally accepted accounting principles. The complaint also alleges that Hammer announced in a newswire report that he anticipated revenues for Sheffield for the fiscal year ended 1992 to be approximately $36 million, with anticipated net profits of approximately $.75 per share on 2.6 million average shares outstanding (or approximately $1.95 million in net profits.) However, on December 17, 1992, Sheffield reported losses of $1,800,000. The complaint alleges that Hammer had no reasonable basis for Sheffield's July 1992 profit projection. Sheffield was not named in the complaint because it had recently liquidated under Chapter 7 of the Bankruptcy Code. The staff seeks to obtain officer and director bars and permanent injunctions against both defendants, based on: Hammer's alleged individual violations of Section 17(a) of the Securities Act of 1933 (Securities Act), and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 ======END OF PAGE 1====== (Exchange Act) and Rules 10b-5 and 13b2-1 thereunder, and as a control person, of Sections 13(a) and 13(b)(2) of the Exchange Act and Rules 12b- 20, 13a-1, 13a-11 and 13a-13 thereunder; and based on Letzelter's alleged violations of Section 17(a) of the Securities Act, and Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5 and 13b2-1 thereunder. ======END OF PAGE 2======