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U.S. Securities and Exchange Commission


Litigation Release No. 18899 / September 27, 2004

Securities and Exchange Commission v. William L. Atkinson, II and James R. Walker, Civil Action No. 04-1477 (W.D. Pa.)


The Securities and Exchange Commission announced that on September 27, 2004 it filed a civil injunctive action in the United States District Court for the Western District of Pennsylvania against William L. Atkinson, II, of Coraopolis, Pennsylvania, and James R. Walker, of Mansfield, Ohio, both of whom were officers and owners of Family Heritage Estate Portfolio, Inc. (AFamily Heritage@), a privately held company located in Pittsburgh, Pennsylvania.

The Commission=s Complaint alleges that, from 1998 through April 2003, Atkinson and Walker defrauded investors through the offer and sale of unregistered securities, in the form of investment contracts, issued by Family Heritage. The defendants fraudulently raised $6.34 million from approximately 324 investors, to whom they sold purported investments in automatic teller machines (AATMs@). To date, investors have lost approximately $4.3 million.

The Complaint alleges that Atkinson and Walker, directly and through their salespersons, fraudulently induced individuals to purchase these securities by making numerous material misrepresentations and omissions concerning, among other things, the cost of purchasing and installing each ATM, and the Company=s high operating costs and corresponding lack of profitability. Walker also falsely told investors that their Family Heritage investment Acould not lose money,@ and that their money could be withdrawn at any time. The Complaint further alleges that the defendants did not tell investors that Family Heritage=s ATM operations were not making money, and that new investor funds were being used to make monthly payments to other investors. In addition, beginning in October 2001, Atkinson and Walker stopped purchasing ATMs but continue to accept investor funds. During the course of the fraud, Atkinson, who was President of Family Heritage, and Walker, who was its Executive Vice-President, took $408,727 and $433,266, respectively, from Family Heritage, largely consisting of investor funds.

The Complaint alleges that Atkinson and Walker violated Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. The Complaint seeks permanent injunctions, disgorgement together with prejudgment interest, and civil penalties.

SEC Complaint in this matter


Modified: 09/27/2004