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U.S. Securities and Exchange Commission

SEC News Digest

Issue 2009-241
December 17, 2009

COMMISSION ANNOUNCEMENTS

Securities and Exchange Commission Suspends Trading in the Securities of Placer Gold Corporation f\k\a\ Arctic Oil and Gas Corp.

The Securities and Exchange Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 of trading of the securities of Placer Gold Corporation f\k\a\ Arctic Oil and Gas Corp. (Placer Gold) at 9:30 a.m. EST on Dec. 17, 2009, and terminating at 11:59 p.m. EST on Dec. 31, 2009.

The Commission temporarily suspended trading in the securities of Placer Gold because of questions that have been raised about the accuracy and adequacy of publicly disseminated information appearing in the company websites, press releases and filings with the Commission, concerning among other things, the company's financial condition.

The Commission cautions broker-dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company.

Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not it has complied with the rule, it should not enter any quotation but immediately contact the staff in the Division of Trading and Markets, Office of Interpretation and Guidance, at (202) 551-5777. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, it should refrain from entering quotations relating to Placer Gold's securities until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation that is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker-dealer or other person has any information that may relate to this matter, they should immediately communicate it to Thomas A. Sporkin, Deputy Chief, Division of Enforcement at the Securities and Exchange Commission at (202) 551-4891, or by e-mail at SporkinT@sec.gov. (Rel. 34-61185)


Securities and Exchange Commission Suspends Trading in the Securities of Somatic Systems Inc.

The Securities and Exchange Commission announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934, of trading of the securities of Somatic Systems Inc. (Somatic) at 9:30 a.m. on Dec. 17, 2009, and terminating at 11:59 p.m. on Dec. 31, 2009.

The Commission temporarily suspended trading in the securities of Somatic because of questions that have been raised regarding the issuance of Somatic stock, trading in the company's stock, and the adequacy of publicly disseminated information concerning, among other things, Somatic's current financial condition and business operations.

The Commission cautions brokers, dealers, shareholders, and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by the company.

Further, brokers and dealers should be alert to the fact that, pursuant to Rule 15c2-11 under the Exchange Act, at the termination of the trading suspension, no quotation may be entered unless and until they have strictly complied with all of the provisions of the rule. If any broker or dealer has any questions as to whether or not it has complied with the rule, it should not enter any quotation but immediately contact the staff in the Division of Trading and Markets, Office of Interpretation and Guidance, at (202) 551-5777. If any broker or dealer is uncertain as to what is required by Rule 15c2-11, it should refrain from entering quotations relating to Somatic's securities until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. If any broker or dealer enters any quotation that is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker-dealer or other person has any information that may relate to this matter, they should immediately communicate it to Thomas A. Sporkin, Deputy Chief, Office of Internet Enforcement, Division of Enforcement at the Securities and Exchange Commission at (202) 551-4861, or by e-mail at SporkinT@sec.gov. (Rel. 34-61186)


Securities and Exchange Commission Suspends Trading in the Securities of Eight Issuers for Failure to Make Required Periodic Filings

The Securities and Exchange Commission announced the temporary suspension of trading in the securities of the following issuers, commencing at 9:30 a.m. EST on Dec. 17, 2009 and terminating at 11:59 p.m. EST on Dec. 31, 2009.

  • American Sports Development Group, Inc. (ASDP)
  • Cybernet Internet Services International, Inc. (ZNET)
  • Cyper Media, Inc. (CYPM)
  • Frisby Technologies, Inc. (FRIZQ)
  • Graphco Holdings Corp. (GHCP)
  • Investors Insurance Group, Inc. (IIGI)
  • ITC Learning Corp. (ITCC)
  • Speizman Industries, Inc. (SPZN)

The Commission temporarily suspended trading in the securities of these eight issuers due to a lack of current and accurate information about the companies because they have not filed periodic reports with the Commission in over two years. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act).

The Commission cautions brokers, dealers, shareholders and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by these companies.

Brokers and dealers should be alert to the fact that, pursuant to Exchange Act Rule 15c2-11, at the termination of the trading suspensions, no quotation may be entered relating to the securities of the subject companies unless and until the broker or dealer has strictly complied with all of the provisions of the rule. If any broker or dealer is uncertain as to what is required by the rule, it should refrain from entering quotations relating to the securities of these companies that have been subject to a trading suspension until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. Any broker or dealer with questions regarding the rule should contact the staff of the Securities and Exchange Commission in Washington, DC at (202) 551-5720. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.

If any broker, dealer or other person has any information which may relate to this matter, they should immediately communicate it to the Delinquent Filings Branch of the Division of Enforcement at (202) 551-5466, or by e-mail at DelinquentFilings@sec.gov. (Rel. 34-61187)


SEC Approves Enhanced Disclosure About Risk, Compensation and Corporate Governance

On Dec. 16, 2009, the Securities and Exchange Commission approved rules to enhance the information provided to shareholders so they are better able to evaluate the leadership of public companies.

Beginning in the upcoming annual reporting and proxy season, the new rules will improve corporate disclosure regarding risk, compensation and corporate governance matters when voting decisions are made.

"Good corporate governance is a system in which those who manage a company - that is, officers and directors - are effectively held accountable for their decisions and performance. But accountability is impossible without transparency," said SEC Chairman Mary L. Schapiro. "By adopting these rules, we will improve the disclosure around risk, compensation, and corporate governance, thereby increasing accountability and directly benefiting investors."

In particular, the new rules require disclosures in proxy and information statements about:

  • The relationship of a company's compensation policies and practices to risk management.
  • The background and qualifications of directors and nominees.
  • Legal actions involving a company's executive officers, directors and nominees.
  • The consideration of diversity in the process by which candidates for director are considered for nomination.
  • Board leadership structure and the board's role in risk oversight.
  • Stock and option awards to company executives and directors.
  • Potential conflicts of interests of compensation consultants.

The new rules, which will be effective Feb. 28, 2010, also require quicker reporting of shareholder voting results.

Specifically, the Commission's approved rules will:

Require Disclosure of a Company's Compensation Policies and Practices as They Relate to the Company's Risk Management:

The SEC approved a rule that would help investors determine whether a company has incentivized excessive or inappropriate risk-taking by employees. Among other things, it would require a narrative disclosure about the company's compensation policies and practices for all employees, not just executive officers, if the compensation policies and practices create risks that are reasonably likely to have a material adverse effect on the company. Smaller reporting companies will not be required to provide the new disclosure.

Enhance Information About Directors and Nominees:

The SEC approved new rules to improve information about directors and nominees for director. The new requirements include for each director and director nominee, disclosure of:

  • The particular experience, qualifications, attributes or skills that led the company's board to conclude that the person should serve as a director of the company.
  • Any directorships at public companies and registered investment companies that each director and director nominee held at any time during the past five years.
  • Legal proceedings, such as SEC securities fraud enforcement actions against the director or nominee, going back 10 years, instead of the current 5 years, as well as an expanded list of legal proceedings covered by the rule.

Disclose How Diversity Is Considered in the Director Nomination Process:

The SEC approved a rule that would require disclosure of whether, and if so how, a nominating committee considers diversity in identifying nominees for director.

If the nominating committee or the board has a policy with regard to the consideration of diversity in identifying director nominees, the final rules require disclosure of how this policy is implemented and how the nominating committee or the board assesses the effectiveness of its policy.

Provide Information About Board Leadership Structure and the Board's Role in Risk Oversight:

The SEC approved rules relating to board leadership structure and the board's role in risk oversight. The rules require disclosure about:

  • A company's board leadership structure, including whether the company has combined or separated the chief executive officer and chairman position, and why the company believes its structure is the most appropriate for the company at the time of the filing.
  • In certain circumstances, whether and why a company has a lead independent director and the specific role of such director.
  • The extent of the board's role in the risk oversight of the company.

Require Quicker Reporting of Voting Results:

The SEC approved amendments to Form 8-K that would require companies to disclose the results of a shareholder vote within four business days after the end of the meeting at which the vote was held. This replaces the requirement to disclose voting results in Forms 10-K and 10-Q, which often are filed months after the relevant meeting.

Revise the Summary Compensation Table:

The SEC approved revisions to the reporting of stock and option awards in the Summary Compensation Table and the Director Compensation Table to better reflect the compensation committees' decisions with regard to these awards.

  • The amended rule requires companies to report the value of options when they are awarded to executives (the aggregate grant date fair value), instead of the current requirement to report the annual accounting charge.
  • A special instruction addresses performance based awards to address concerns that the new rule might discourage use of these awards.

Enhance Disclosure About Compensation Consultants:

The SEC approved rules requiring disclosure about the fees paid to compensation consultants and their affiliates in certain circumstances. This is intended to provide investors with information to help them better assess the potential conflicts of interest a compensation consultant may have in recommending executive compensation. The final rules are consistent with the rule proposal, but include exceptions for circumstances that should not raise the potential conflicts of interest. (Press Rel. 2009-268)


SEC Approves Stronger Safeguards to Protect Clients' Assets Controlled by Investment Advisers

On Dec. 16, 2009, the Securities and Exchange Commission adopted rules designed to substantially increase the protections for investors who turn their money and securities over to an investment adviser registered with the SEC. The new rules provide safeguards where there is a heightened potential for fraud or theft of client assets.

Most investment advisers do not maintain physical custody of their clients' assets. Instead, those assets are held by a qualified third-party custodian, such as a regulated bank or a broker-dealer. However, over the past year, the SEC has brought a series of enforcement cases against advisers who had access to their clients' assets and misused them. These advisers often covered up the misuse by distributing false account statements to their clients reflecting assets that didn't really exist. The SEC's new rules are intended to help prevent that from happening.

"The Madoff Ponzi scheme and other frauds have caused investors to question whether their assets are safe when they entrust them to an investment adviser," said SEC Chairman Mary L. Schapiro. "These new rules will apply additional safeguards where the safeguards are needed most - that is, where the risk of fraud is heightened by the degree of control the adviser has over the client's assets."

The SEC's custody rule, as amended, would promote independent custody and require the use of independent public accountants as third-party monitors. Depending on the investment adviser's custody arrangement, the rules would require the adviser to be subject to a surprise exam and custody controls review that are generally not required under existing rules.

Surprise Exam - The adviser is now required to engage an independent public accountant to conduct an annual "surprise exam" to verify that client assets exist. Such a surprise examination would provide another set of eyes on the client's assets, and provide additional protection against theft or misuse. The accountants would have to contact the SEC if they discovered client assets were missing.

Custody Controls Review - When the adviser or an affiliate serves as custodian of client assets, the adviser is now required to obtain a written report - prepared by an accountant that is registered with and subject to regular inspection by the PCAOB - that, among other things, describes the controls in place at the custodian, tests the operating effectiveness of those controls and provides the results of those tests. These reports are commonly known as SAS-70 reports. Requiring that the accountant be registered with and subject to inspection by the PCAOB provides greater confidence regarding the quality of these reports.

The new rules also will impose an important new control on advisers to hedge funds and other private funds that comply with the custody rule by obtaining an audit of the fund and delivering the fund's financial statements to fund investors. The rule will require that the auditor of such a private fund be registered with and subject to regular inspection by the PCAOB.

The new rules also require that the adviser reasonably believe that the client's custodian delivers the account statements directly to the client, to provide greater assurance of the integrity of these account statements. It also will enable clients to compare the account statement they receive from their adviser to determine that the account transactions are proper.

The rule amendments adopted on Dec. 16, 2009, are effective 60 days after their publication in the Federal Register. (Press Rel. 2009-269)


Fee Rate Advisory #4 for Fiscal Year 2010

Yesterday President Obama signed H.R. 3288, the appropriations bill that includes funding for the Securities and Exchange Commission. Accordingly, effective Dec. 21, 2009, the Section 6(b) fee rate applicable to the registration of securities, the Section 13(e) fee rate applicable to the repurchase of securities, and the Section 14(g) fee rate applicable to proxy solicitations and statements in corporate control transactions will increase to $71.30 per million dollars. The Section 6(b) rate is also the rate used to calculate the fees payable with the Annual Notice of Securities Sold Pursuant to Rule 24f-2 under the Investment Company Act of 1940.

All filings submitted to the SEC before 5:30 p.m., ET, and filings pursuant to Rule 462(b) (17 C.F.R. 230.462(b)) submitted to the SEC before 10:00 p.m., ET, on Dec. 18, 2009, will be subject to the current fee rate of $55.80 per million dollars. Rule 462(b) filings submitted after 10:00 p.m., ET, and all other filings submitted after 5:30 p.m., ET, on Dec. 18, 2009, shall be deemed filed as of the next business day, Dec. 21, 2009, under Section 232.13 of Regulation S-T (17 C.F.R. 232.13), and be subject to the new fee rate of $71.30 per million dollars.

Filers with questions about the new Section 6(b), Section 13(e), or Section 14(g) fee rates should call the SEC at (202) 551-8900.

In addition, effective Jan. 15, 2010, the Section 31 fee rate applicable to securities transactions on the exchanges and over-the-counter markets will decrease to $12.70 per million dollars. Until that date, the current rate of $25.70 per million dollars will remain in effect. The Section 31 assessment on security futures transactions will remain unchanged at $0.0042 per round turn transaction.

The Office of Interpretation and Guidance in the Commission's Division of Trading and Markets is available for questions on Section 31 at (202) 551-5777, or by e-mail at tradingandmarkets@sec.gov.

Under the Investor and Capital Markets Fee Relief Act, the Commission is required to adjust the filing and securities transaction fee rates on an annual basis to levels the SEC estimates will generate collections equal to numeric targets set in the statute. A copy of the Commission's April 30, 2009, order regarding fee rates under Section 6(b) of the Securities Act of 1933 and Sections 13(e), 14(g), and 31 of the Securities Exchange Act of 1934 for fiscal year 2010 is available at http://www.sec.gov/rules/other/2009/33-9030.pdf.

The adjusted fee rates will not affect the amount of funding available to the Commission. The Commission will announce the new fee rates for fiscal year 2011 no later than April 30, 2010. These fee rates will become effective Oct. 1, 2010, or after the Commission's fiscal year 2011 appropriation is enacted, whichever is later. (Press Rel. 2009-270)


Commission Meetings

Closed Meeting - Tuesday, December 22, 2009 - 2:00 p.m.

The subject matter of the Closed Meeting scheduled for Tuesday, December 22, will be: institution and settlement of injunctive actions; institution and settlement of administrative proceedings; and other matters relating to enforcement proceedings.

At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at (202) 551-5400.


ENFORCEMENT PROCEEDINGS

In the Matter of Stephen A. Englese

On Dec. 16, 2009, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to Sections 203(f) and 203(k) of the Investment Advisers Act of 1940 and Section 15(b)(6) of the Securities Exchange Act of 1934 (Order) against Stephen A. Englese (Englese).

The Order finds that, beginning in early 2001, Equity Services, Inc. (ESI) marketed and sold an investment management program called ESI Illuminations Select through its nationwide network of investment advisory representatives. This program allowed investors to choose a model asset allocation portfolio of investments. From the program's inception through at least the summer of 2005, ESI represented to both current and prospective clients that it would periodically monitor each Illuminations Select account to determine whether its asset allocation remained consistent with the allocation associated with the chosen model portfolio and, if the allocation did not, take steps to ensure that the account was invested in the manner directed by the client. However, from the program's inception and continuing until the summer of 2005, ESI failed to monitor the asset allocation of Illuminations Select accounts.

The Order finds that, throughout the period at issue, Englese was ESI's Senior Vice President for Securities Operations. From at least October 2003, when a Commission examination showed that ESI was not monitoring the asset allocation of these accounts, through the summer of 2005, Englese was responsible for ensuring that the monitoring was being done. From at least the fall of 2003 through the summer of 2005, Englese knew that ESI was not periodically monitoring the asset allocation of Illuminations Select accounts. However, throughout this period, Englese failed to take the necessary steps to ensure that the promised monitoring was performed even though he knew that it was his responsibility to do so.

Englese consented to the issuance of the Commission order without admitting or denying any of the findings. The Order: censures Englese; requires Englese to cease and desist from committing or causing any violations and any future violations of Section 206(2) of the Advisers Act; and requires Englese to pay a penalty of $25,000.

In a related matter, the Commission also instituted and simultaneously settled administrative and cease-and-desist proceedings against ESI. (Rel. 34-61180; IA-2963; File No. 3-13716)


In the Matter of Equity Services, Inc.

On Dec. 16, 2009, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions and a Cease-and-Desist Order Pursuant to Sections 203(e) and 203(k) of the Investment Advisers Act of 1940 and Section 15(b)(4) of the Securities Exchange Act of 1934 (Order) against Equity Services, Inc. (ESI).

The Order finds that, beginning in early 2001, ESI marketed and sold an investment management program called ESI Illuminations Select through its nationwide network of investment advisory representatives. This program allowed investors to choose a model asset allocation portfolio of investments. From the program's inception through at least the summer of 2005, ESI represented to both current and prospective clients that it would periodically monitor each Illuminations Select account to determine whether its asset allocation remained consistent with the allocation associated with the chosen model portfolio and, if the allocation did not, take steps to ensure that the account was invested in the manner directed by the client. However, from the program's inception and continuing until the summer of 2005, ESI failed to monitor the asset allocation of Illuminations Select accounts.

ESI consented to the issuance of the Commission order without admitting or denying any of the findings. The Order: censures ESI; requires ESI to cease and desist from committing or causing any violations and any future violations of Section 206(2) of the Advisers Act; and requires ESI to pay a penalty of $300,000. In determining to accept ESI's settlement offer, the Commission considered, among other things, the fact that ESI had compensated the clients harmed by the conduct set forth in the Order in the amount of $1.7 million.

In a related matter, the Commission also instituted and simultaneously settled administrative and cease-and-desist proceedings against Stephen A. Englese, a former senior vice president of ESI. (Rel. 34-61181; IA-2964; File No. 3-13717)


Commission Declares Decision as to Reward Enterprises, Inc. Final

The decision of an administrative law judge with respect to Reward Enterprises, Inc. (Reward) has become final. The law judge found that Reward violated, and continues to violate, Section 13(a) of the Securities Exchange Act of 1934 and Exchange Act Rules 13a 1 and 13a 13 by its failure to file timely annual and quarterly reports for any period after March 31, 2005.

The law judge found that Reward's violations were serious, numerous, and extended over a long period of time. The law judge ordered that the registration of all classes of registered securities of Reward Enterprises, Inc., is revoked pursuant to Section 12(j) of the Securities Exchange Act of 1934. (Rel. 34-61184; File No. 3-13556)


Commission Orders Hearings on Registration Suspension or Revocation Against Nine Companies for Failure to Make Required Periodic Filings

In conjunction with today's trading suspension, the Commission today also instituted public administrative proceedings to determine whether to revoke or suspend for a period not exceeding twelve months the registration of each class of the securities of nine companies for failure to make required periodic filings with the Commission:

  • American Sports Development Group, Inc. (ASDP)
  • Antex Biologics, Inc. (n/k/a ABI Liquidating Corp.) (ANXB)
  • Cybernet Internet Services International, Inc. (ZNET)
  • Cyper Media, Inc. (CYPM)
  • Frisby Technologies, Inc. (FRIZQ)
  • Graphco Holdings Corp. (GHCP)
  • Investors Insurance Group, Inc. (IIGI)
  • ITC Learning Corp. (ITCC)
  • Speizman Industries, Inc. (SPZN)

In this Order, the Division of Enforcement (Division) alleges that the nine issuers are delinquent in their required periodic filings with the Commission.

In this proceeding, instituted pursuant to Exchange Act Section 12(j), a hearing will be scheduled before an Administrative Law Judge. At the hearing, the judge will hear evidence from the Division and the Respondents to determine whether the allegations of the Division contained in the Order, which the Division alleges constitute failures to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, are true. The judge in the proceeding will then determine whether the registrations pursuant to Exchange Act Section 12 of each class of the securities of these Respondents should be revoked or suspended for a period not exceeding twelve months. The Commission ordered that the Administrative Law Judge in this proceeding issue an initial decision not later than 120 days from the date of service of the order instituting proceedings. (Rel. 34-61188; File No. 3-13718)


District Court Enters Amended Final Judgment Against Inter Global Technologies and Michael Tomayko

On Dec. 10, 2009, the Securities and Exchange Commission obtained an Amended Final Judgment against Defendants Inter Global Technologies, Inc. (IGT) and Michael E. Tomayko. The Amended Judgment adds a conduct-based injunction against Defendants, prohibiting them from offering or selling any securities, including notes, issued by Defendants or any entity owned or controlled, directly or indirectly, by Tomayko. This relief was necessary because the Defendants continued to raise funds from investors using improper means even after being enjoined last year.

The SEC originally sued Defendants in August 2007, alleging that they had illegally raised millions of dollars through an unregistered offering of IGT securities to hundreds of investors worldwide. The SEC alleged that Defendants made elaborate claims about supposedly lucrative refineries that Defendants and their foreign partners planned to build in Indonesia. The SEC charged, however, that these claims were false and completely unfounded and that Defendants instead dissipated investor funds to support Tomayko's lifestyle or sent them to mysterious foreign nationals who provided no accountability for the funds.

Defendants consented to a Final Judgment in May 2008, which permanently enjoined them from committing securities fraud and other violations, and ordered them to pay civil penalties totaling $100,000 and disgorgement with prejudgment interest of more than $10.7 million. Defendants, however, raised at least $1.7 million after this Final Judgment was entered, primarily through sales of promissory notes that were often secured by shares of IGT stock. To raise these funds, Defendants continued to tell investors that the purported refinery projects were on the verge of success. In truth, Defendants used the additional funds primarily to pay Tomayko's living expenses, including hundreds of thousands in house and car payments, utilities, meals, lawn maintenance, groceries and similar personal expenses. Defendants also sent more than $350,000 overseas to IGT's supposed Indonesian partner and two foreigners who were supposed to provide access to Swiss financing. Investors, however, have nothing tangible to show for these expenditures since Defendants' purported plans to build Indonesian refineries remain no closer to fruition today than when Defendants first began soliciting investors a decade ago. [SEC v. Inter Global Technologies, Inc. and Michael E. Tomayko, (U.S.D.C., Northern District of Texas, Dallas Division, Civil Action No. 3-07 CV 1397 - K)] (LR-21340)


Default Judgment of Permanent Injunction and Other Relief Entered Against Defendants Pointer Worldwide, Ltd. and Tatiana Badmaeva

The Securities and Exchange Commission announced that on Dec. 11, 2009, the United States District Court for the Southern District of New York entered a Default Judgment of Permanent Injunction and Other Relief against Pointer Worldwide, Ltd. and Tatiana Badmaeva (Defendants). The default judgment enjoins the Defendants from violating Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder. The Default Judgment further orders the Defendants to pay disgorgement of the profits gained in the amount of $33,112.75 plus prejudgment interest and a civil penalty in the amount of $130,000.

Previously, the Commission filed a complaint against the Defendants alleging that they carried out a scheme to manipulate the market through online account intrusions. For more information on earlier actions in this case, see LR-21122 (July 9, 2009).

The SEC's Office Investor Education and Assistance has previously issued an investor alert, available on the SEC's website, which provides tips for avoiding becoming a victim of an online intrusion. See http://www.sec.gov/investor/pubs/onlinebrokerage.htm.

The Commission would like to thank the Financial Industry Regulatory Authority (FINRA) for its assistance in this matter. [SEC v. Pointer Worldwide, Ltd., et al., Civil Action No. 09-CV-6162 (S.D.N.Y.)] (LR-21341)


SELF-REGULATORY ORGANIZATIONS

Proposed Rule Changes

Financial Industry Regulatory Authority filed a proposed rule change (SR-FINRA-2009-090) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to adopt FINRA Rule 5320 (Prohibition Against Trading Ahead of Customer Orders) in the Consolidated FINRA Rulebook. Publication is expected in the Federal Register during the week of December 21. (Rel. 34-61168)

The Commission issued notice of a proposed rule change submitted by Financial Industry Regulatory Authority (SR-FINRA-2009-086) pursuant to Rule 19b-4 under the Securities Exchange Act of 1934 to adopt FINRA Rule 5160 (Disclosure of Price and Concessions in Selling Agreements) in the Consolidated FINRA Rulebook. Publication is expected in the Federal Register during the week of December 21. (Rel. 34-61171)


Immediate Effectiveness of Proposed Rule Change

A proposed rule change filed by NASDAQ OMX BX relating to an amendment of BOX Trading Rules Chapters III and XIV (SR-BX-2009-078) has become immediately effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of December 21. (Rel. 34-61169)


SECURITIES ACT REGISTRATIONS


RECENT 8K FILINGS

 

http://www.sec.gov/news/digest/2009/dig121709.htm


Modified: 12/17/2009