The Defendants' Use Of Hundreds Of Different User IDS And Other Tactics To Conceal Their Identities
13. The Defendants have created at least 300 different User IDS and have used them
to post well over one thousand messages fiaudulently touting the stock of at least 24 small-cap
issuers, some of them on multiple occasions. The Defendants created all of these different User
IDSin order to, among other things, conceal their identities fiom investors and thereby create the
false appearance that numerous individuals were independently making the same favorable
statements about the targeted stock. In each relevant instance, however, the false message can be
traced back to one or the other of the Defendants.
==============================================
sec.gov
MARK K. SCHONFELD (MS-2798)
REGIONAL DIRECTOR Fjj r<
t2c .. 5-2
IN CLEI;G;'s i'J'--Fjc~
Attorney for Plaintiff U.S. DISTRICT COURT E D , ~
SECURITIES AND EXCHANGE COMMISSION
Northeast Regional Office " APR 0 0 2006 *
Three World Financial Center BROOKLYNOFFICE
New York, New York 10281-1022
(212) 336-1020
UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF NEW YORK ------------------------------------------------------- X q :>:
5'. ;, c . :V.?Z3 SECURITIES AND EXCHANGE COMMISSION, , . :.. .. . ,-- ,;< y,,Y i .<- !:-:, - y 'J 3 . . ! .~. , .,.,., t 1 Plain tiff,
- against -
/ . .
COMPLAINT
I
I
FAISAL ZAF'AR and
SAMEER THAWANI,
Defendants,
Plaintiff Securities and Exchange Commission ("Commission"), for its complaint against
defendants Faisal Zafar ('Zafar") and Sameer Thawani ("Thawani") (collectively, the
"Defendants"), alleges as follows:
SUMMARY OF ALLEGATIONS
.
1. The Commission brings this action to stop an ongoing securities fi-aud. Since late
2004 and as recently as March 2006, the Defendants have engaged in a scheme to manipulate the
market for numerous thinly traded "microcap" or "smallcap" stocks, all of which are traded over
the counter or on what was until recently called the Nasdaq Smallcap Market. The Defendants
have generated a total of over $873,000 in fraudulent profits by selling at least 24 of these stocks
at inflated prices after disseminating materially false information about the issuers on internet
message boards.
2. The Defendants7 market manipulation scheme applies classic "pump and dump"
techniques to the internet. After buying shares at prevailing market prices, Zafar and Thawani
use online aliases to post messages touting the stock and containing phony press release excerpts
or other false "news" about the issuer. The fictitious subject matter includes huge business
contracts, mergers and othe; alliances with major corporations such as Google, Krnart and Sun
Microsystems, strategic acquisitions, and other dramatic developments designed to make these
little known companies appear to be surefire investment opportunities. By using multiple online
aliases, the Defendants make it appear as if the same breaking "news" is coming fiom multiple
independent sources. In addition, the messages often make outlandish short-term price
predictions purportedly based on the false information, and aggressively urge investors to buy
the stock immediately. Once the stock price increases as a result of the Defendants' false
messages, the Defendants immediately sell all their shares at the higher price. After their sales,
the price of the stock quickly returns to its pre-manipulation level.
3. The Defendants have also preyed on fears about terrorism and international health
epidemics to deceive investors. For example, after the London subway bombings and reports
concerning a deadly "bird flu" virus, Zafar posted messages falsely stating that one issuer was
receiving a contract fiom the Department of Homeland Security to improve security on New
York City subways, and that another issuer was acquiring a company that produces "bird flu"
vaccine.
4. More recently, the Defendants have targeted specific investors by sending emails
to internet user groups devoted to low-priced stocks intandem with the false messages. These
emails purport to alert investors to imminent news about the stock and urge them to capitalize by
buying the stock. On several recent occasions, the Defendants have sent these emails to group
members while simultaneously, or shortly thereafter, posting false messages on different internet
message boards about the same stock under different user names. This strategy has increased the
volume of purchases generated by the Defendants' fiaudulent touting and, as a result, the
Defendants' trading profits have been progressively increasing. In addition, although the
Defendants' initial profits were modest due to the relatively small number of shares that they
purchased, the size of their purchases gradually increased as they accumulated cash fiom the
scheme, enabling them to take progressively larger positions.
5. This fiaud is continuing. The Defendants have made at least $242,499 in the last
two-and-one-half months on just three stocks. The Defendants made a total of $87,432 on
January 17,2006, after falsely telling investors that a small domestic construction company was
getting a major reconstruction contract in Iraq. On February 13,2006, the Defendants made a
total of $94,619 after falsely telling investors that Google was going to buy 50 million shares of
the stock of an overseas medical equipment supplier. Two weeks later, the Defendants made
$60,447 by falsely telling investors that analysts were predicting a huge jump in the price of
another small issuer because "major contract news" was expected.
6. The Defendants, directly or indirectly, are engaging, have engaged, and are about
to engage in violations of Section 17(a) of the Securities Act of 1933 ("Securities Act"), 15
U.S.C. $77q(a); Section lo@) of the Securities Exchange Act of 1934 ("Exchange Act"), 15
U.S.C. $78j@), and Rule lob-5 thereunder, 17 C.F.R. $240.1 0b-5. Unless the Defendants are
temporarily restrained and preliminarily and permanently enjoined, they will continue to engage
in the scheme alleged herein, and in schemes of a similar type and object.
JURISDICTIONAND VENUE
7. The Commission brings this action pursuant to authority conferred by Section
20(b) of the Securities Act, 15 U.S.C. 977t(b), and Section 21(d) of the Exchange Act, 15 U.S.C.
5 78u(d), seeking to temporarily restrain and preliminarily and permanently enjoin the
Defendants from engaging in the wrongful conduct alleged herein. The Commission also seeks a
final judgment ordering the Defendants to disgorge their ill-gotten gains and to pay prejudgment
interest thereon, and ordering the Defendants to pay civil money penalties pursuant to Section
20(d) of the Securities Act, 15 U.S.C. 977t(d), and Section 2l(d) of the Exchange Act, 15 U.S.C.
9 78u(d). The Commission also seeks equitable relief while this action is pending, including an
order (a) freezing the Defendants' assets; (b) directing the Defendants to provide an accounting;
and (c) providing for expedited discovery and prohibiting the destruction of documents.
8. This Court has jurisdiction over this action, and venue lies in this District,
pursuant to Sections 20(b) and 22(a) of the Securities Act, 15 U.S.C. 9977t(b), 77v(a), and
Sections 21(d), 21(e) and 27 of the Exchange Act, 15 U.S.C. 9977u(d), 77u(e) and 78aa. Each of
the Defendants maintains a residence and transacts business in the Eastern District of New York.
The conduct alleged herein occurred, in part, in various locations in the Eastern District of New
York. Victims of the Defendants' fiaud are located in the counties of Kings, Queens and
Richmond and elsewhere in the Eastern District, as well as throughout the United States.
9. -The Defendants, directly or indirectly, singly or in concert, have made use of the
means or instruments of transportation or communication in, and the means or instrumentality of,
interstate commerce, or of the mails, in connection with the transactions, acts, practices, and
courses of business alleged herein.
THE DEFENDANTS
10. Zafar, age 32, is a United States citizen and resides at 4 Bergers Court in
Yaphank, New York. Zafar is listed in public records as the president and CEO of a company
called Secure-Minds, Inc. ("Secure-Minds"), a New York corporation. Public records list
Zafar's residence as Secure-Minds7 business address. According to a Secure-Minds website,
Zafar attended the New York Institute of Technology.
1 1. Thawani, age 27, is a citizen of India and resides at 55 Lindel Avenue in Lake
Grove, New York. Thawani is listed on the Secure-Minds website as an officer of Secure-
Minds. According to the Secure-Minds website, Thawani also attended the New York Institute
of Technology.
THE DEFENDANTS' FRAUDULENT SCHEME
12. Zafar and Thawani are engaged in a classic internet "pump and dump"
manipulation scheme aimed at thinly traded stocks that they anonymously tout on message
boards as "hot picks" while disseminating phony "news" about the issuers. The basic structure
of the scheme is as follows: (1) one or both of the Defendants purchase shares of the issuer's
stock in their online brokerage accounts; (2) the Defendants register multiple online identities
("User IDS") with internet message board services; (3) the Defendants post multiple messages
attributed to their User IDS on internet message boards devoted either to the touted stock or to
other, more widely followed stocks; (4) the messages contain materially false statements about
the issuer and urge other investors to buy the stock; and (5) as soon as the stock price increases
due to purchases spurred by the false statements, the Defendants sell their shares at the inflated
/
price for a quick profit.
The Defendants' Use Of Hundreds Of Different
User IDS And Other Tactics To Conceal Their Identities
13. The Defendants have created at least 300 different User IDS and have used them
to post well over one thousand messages fiaudulently touting the stock of at least 24 small-cap
issuers, some of them on multiple occasions. The Defendants created all of these different User
IDSin order to, among other things, conceal their identities fiom investors and thereby create the
false appearance that numerous individuals were independently making the same favorable
statements about the targeted stock. In each relevant instance, however, the false message can be
traced back to one or the other of the Defendants.
14. To post information on a message board, a person must first create a user account
with the message board service provider by selecting and registering a User ID and password for
the account. The user thereafter logs in to his or her account with the message board service
provider by entering his or her registered User ID and password, and that User ID appears under
the heading of each posted message.
15. Each time a new User ID is created and each time a user logs in to an existing
/ user account to post a message or for some other reason, the message board service provider
records the Internet Protocol Address ("PAddress") of the user and the date and time at which
the User ID was created or was used to log into an existing account. An IP Address is a multidigit
identification number assigned to the user's internet connection by his or her Internet
Service Provider ("ISP"), the entity that connects individual users to the internet. The IF
Address serves as a routing address for e-mail and other electronic data sent to or fiom that
internet connection.
16. During the relevant period, ,Zafar and Thawani each maintained ISP accounts with
Optimum Online, hc. ("Optimum") at their respective home addresses. During the relevant
period, Zafar and Thawani used the internet connections provided through their Optimum ISP
accounts to create and register multiple User IDS with internet message board service providers
and to log in under those User IDS, including the User IDS to which the false messages described
herein were attributed.
The Use Of Yahoo Groups To Enhance The Scheme
17. In addition to posting false messages, the Defendants have recently also used web
pages sponsored by Yahoo to enhance their scheme. Yahoo provides a service called Yahoo,
Groups that consists of web pages devoted to particular topics where internet users with common
interests can exchange information. Each individual group has one or more moderators who can,
among other things, send email messages simultaneously to all of the group members.
18. Zafar and Thawani have been moderators of groups devoted to low-priced, lesserknown
stocks, including 'groups called "nasdaqriders" and ''h~ttestchannelingstocks." On several
occasions, they have sent email messages to group members encouraging them to buy shares of a
stock while simultaneously, or shortly thereafter, posting false messages on several different
internet message boards about the same stock under different User IDS. The groups moderated
by Zafar and Thawani currently have a total of approximately 5,400 members.
Examples Of The Defendants' ~anipulation
19. Each time the Defendants manipulate a stock, the key elements of the scheme
occur in the same rapid sequence, and often within the span of a single day: One or both of the
Defendants buy the stock and post multiple false messages about the issuer under different User
IDS; the price of the stock and its trading volume rise; the Defendants sell all of their stock at a ,
profit; and the stock price returns to the prior level. The stocks manipulated by the Defendants in
this manner include the following:
Ocean Bio-Chemical, Inc.
20. The common stock of Ocean Bio-Chemical ("Ocean Bio"), a Florida corporation
based in Fort Lauderdale, Florida, is publicly traded on the Nasdaq Capital (formerly Smallcap)
Market under the ticker symbol OBCI. The Defendants manipulated the market for Ocean Bio
stock on multiple occasions for a total profit of $148,424.
21. For example, fiom December 6 through December 9,2005, Zafar purchased
82,300 shares of Ocean Bio stock at an average price of $1.00 per share. On December 7 and
December 8,2005, Thawani purchased 30,196 shares of ocean Bio stock at an average price of
$1 -01 per share.
22. On December 12,2005, the Defendants posted a series of false messages about
Ocean Bio, and then sold all of their shares for a total profit of $1 10,670. The stock had opened
at $1.31 per share on December 12 but rose as high as $3.00 after the false messages were
posted, only to drop back down to $1.35 at the close once the Defendants had unloaded their
position at average prices of $2.08 (Zafar) and $1.77 (Thawani) per share. On December 12, the
trading volume was 4,811 percent higher than on the previous day.
23. Zafar posted one of the false messages on a Yahoo message board at 9:12 a.m. on
December 12,2005. In this message, Zafar stated that "analysts raised the price target on OBCI
to $4.30" because "news of major Navy contract is expected (hence the upgrade)." Shortly
thereafter, Zafar posted several more messages under other User IDS containing similar
misstatements. These statements were all materially false and misleading because, among other
reasons, Ocean Bio is a small manufacturer of maintenance products for recreational vehicles
that has never entered into a contract with the Navy or even engaged in discussions about a Navy
contract.
24. While posting messages about a nonexistent Navy contract, Zafar also
simultaneously sent email messages touting Ocean Bio to the members of a Yahoo Group of
which he and Thawani were the moderators. For example, at 10:29 a.m. on December 12,2005,
Zafar sent an email message under the User ID "marketgeneral" to the members of the Yahoo
Group called "hottestchannelingstocks." In the email, Zafar stated that "OBCI is the new pick"
with a "price target [of] $3.39," and urged the group members to place buy orders "above the
ask" -- i.e.to offer to pay more than the current market price -- to ensure that they get their
orders filed for this "fast moving stock." These statements were all materially false and
misleading because, among other things, Zafar had no factual basis for the price prediction.
25. In another example, Zafar made approximately $1 1,000 on January 10,2005,
after posting multiple false messages about Ocean Bio on different Yahoo message boards. One
of the messages was posted on a message board devoted to Sirius Satellite Radio Inc.
("Sirius") and carried the following headline: ''SIR1 [Sirius] GIVES 1 BILLION DOLLARS TO
OBCI." In the text of the message, Zafar went on to state that Ocean Bio is "expected to get a
major MULTIPI/IILLION DOLLAR $$$ contract from Navy next week." Two minutes later,
Zafar posted another message containing the same statement about a multimillion dollar Navy
contract, but this time the message was posted on a Yahoo message board devoted to Google and
canied the following headline: "GOOG [Google] GIVES 1 BILLION DOLLARS TO OBCI."
26. The statements described above in paragraph 25 were all materially false and
misleading because, among other reasons, (i) Ocean Bio never entered into a contract with the
Navy or even. engaged in discussions about a Navy contract; and (ii) neither Sirius nor Google
has ever invested or otherwise given any money at all, much less $1 billion, to Ocean Bio.
Healthcare Technologies Ltd.
27. The common stock of Healthcare Technologies Ltd. ("Healthcare"), a company
based in Petach Tikva, Israel, is publicly traded on the Nasdaq Capital Market under the ticker
symbol HCTL. The Defendants made a total profit of $94,619 manipulating the market for
Healthcare stock in February 2006.
28. From February 7 through February 10,2006, Zafar and Thawani bought a total of
257,390 shares of Healthcare stock at average prices of $0.72 and $0.82 per share, respectively.
29. On February 10, shortly after the above purchases and just before the close of
trading, Zafar posted a false message about Healthcare on a Yahoo message board devoted to
Google with the following headline: "GOOG [Google] TO BUY 50 MILLION SHARES OF
HCTL [Healthcare]." On February 13,2006 -- the next trading day -- Zafar posted a message on
another Yahoo message board under a different User ID falsely stating that Healthcare "stock is
about to double or triple in value" due to "ANALYSTS UPGRADES AND NEWS."
30. The statements contained in the messages described above in paragraph 29 were
materially false and misleading because, among other reasons, (i) Healthcare is an overseas
medical equipment supplier with $12.1 million in annual revenue and a public float of about 7.8
million shares; (ii) Google never purchased or ever had any plans to purchase any shares, much
less 50 million shares, of Healthcare stock; and (iii) the stock price predictions contained in the
February 13 message lacked any basis in fact, as Healthcare stock was not the subject of any
analyst upgrades and there were no published news reports about Healthcare at that time.
3 1. The price and volume of Healthcare stock increased substantially after the false
messages were posted, and Zafar and Thawani sold all of their shares on February 13,2006, at
average prices of $1 -1 1 and $1.16 per share, respectively, netting a profit of $94,619. The stock
had opened on February 13 at $0.85 per share and climbed to a high .of $1-31 per share, a 54%
increase. Trading volume on February 13 increased by 1,728% fiom the previous trading day.
After the Defendants' sales, the stock price dropped to $0.75 at the close of trading on February
Williams Industries, Inc.
32. The common stock of Williams Industries, Inc. ("Williams"), a Virginia
corporation based in Manassas, Virginia, is publicly traded on the Nasdaq Capital Market under
the ticker symbol WMSI. The Defendants made a total profit of $87,433 manipulating the
market for Williams stock in January 2006.
33. From January 11 through January 13,2006, Zafar and Thawani purchased a total
of 61,199 shares of Williams stock at average prices of $2.15 and $2.20 per share, respectively.
34. At 10:03 a.m. on January 17,2006 -- the next trading day -- Zafar posted a
message about Williams on a Yahoo message board falsely stating as follows: "Analysts raised
price target to $5.00, looks like WMSI [Williams] getting a major reconstruction contract in Iraq,
which could'cause a major rally and cause WMSI to break $5.00 today."
35. The statements in the message described above in paragraph 34 were materially
false and misleading because, among other reasons, (i) Williams has never entered into, or taken
any steps to enter into, a contract involving construction or any other work in Iraq; and (ii)
Williams is a small domestic construction company that does not do overseas projects.
36. The price and volume of Williams stock increased dramatically after this false
message was posted, and Zafar and Thawani sold all of their shares that same day (January 17) at
average prices of $3.55 and $3.29 per share, respectively, netting a profit of $87,433. The stock
had opened on January 17 at $2.69 per share and climbed to a high of $3.95 per share, a 47%
increase. ~ r a d i n ~ volume on January 17 increased by 8,124% over the previous trading day.
After the Defendants' sales, the stock price dropped to $2.32 at the closeof trading on January
17,2006.
Firstwave Technologies, Inc.
37. The common stock of Firstwave Technologies, Inc. ("Firstwave"), a Georgia
corporation based in Atlanta, Georgia, is publicly traded on the Nasdaq Capital Market under the
ticker symbol FSTW. The Defendants manipulated the market for Firstwave stock on multiple
occakions between January 2005 and November 2005 for a total profit of $79,326.
38. For example, on January 28,2005, Zafar and Thawani purchased a total of 27,700
shares of Firstwave stock at average prices of $1.88 and $1.65 per share, respectively.
39. Also on January 28, shortly after the above purchases, Zafar posted three
messages in quick succession falsely stating that Sun Microsystems, Sirius and Taser
International were separately going to enter into strategic alliances with Firstwave and that each
alliance "would be announced next week." These messages were posted on Yahoo message
-. boards devoted to Sun Microsystems, Sirius and Taser International.
40. The statements in the messages described above in paragraph 39 were all
materially false and misleading because, among other reasons, Firstwave has never entered into,
or ever taken any steps to enter into, an alliance or other business combination with Sun
Microsystems, Sirius, or Taser International, and neither Firstwave nor any of those other
companies has ever made or planned to make any such announcement.
41. The price and volume increased dramatically after the false messages described
above in paragraph 39 were posted, and Zafar and Thawani sold all their shares on January 28,
2005, at average prices of $2.02 and $2.08 per share, respectively, netting a profit of $4,473.
The stock had closed at $1.56 per share on the day before the manipulation began (January 27)
and climbed as high as $2.50 per share, a 60% increase, on January 28. Trading volume on
January 28 increased by 5,376% fiom the previous trading day. After the Defendants' sales, the
stock price dropped to $1.86 at the close of trading on January 28,2005.
42. The Defendants manipulated Firstwave stock again in November 2005, generating
profits of $72,397.
43. On November 17 and November 18,2005, Zafar and Thawani purchased a total
of 45,107 shares of Firstwave stock at average prices of $1.84 and $1.86 per share, respectively.
44. Shortly after the market closed on November 18, the Defendants posted three
messages in rapid succession on three different Y*oo message boards falsely stating that a new
contract for Firstwave "is going to cause HUGEjump in earnings, according to Wall Street
analysts." The latter two of these messages added that "Wall Street is projecting $6.00 by end of
November." The Defendants posted additional messages on the next trading day (November 21)
claiming that Firstwave's share price was going to climb to $5.50 or $6.00 per share.
45.. The statements in the messages described above in paragraph 44 were all
materially false and misleading because, among other reasons, (i) Firstwave has never been
covered by any securities analysts; and (ii) no securities analyst or other financial professional
publicly projected a price target for Firstwave stock in or about November 2005, much less a
price target of $6.00.
46. The price and volume increased dramatically after the false messages described
above in paragraph 44 were posted, and Zafar and Thawani sold all their shares on November 21,
2005 at average prices of $3.40 and $3.67 per share, respectively, netting a profit of $72,397.
The stock had closed at $2.17 on November 18 and climbed as high as $4.36 per share on
November 2 1, a 101 % increase. Trading volume increased on November 2 1 by 2,055% fiom the
previous trading day. After the Defendants' sales, the stock price dropped to $2.45 at the close
of trading on November 21,2005.
47. The Defendants also made $2,457 manipulating Firstwave stock in February
48. On February 18,2005, Zafar and Thawani purchased 23,100 shares of Firstwave
stock at average prices of $1.78 and $1.7 1 per share, respectively. Zafar then posted two
messages on a Yahoo message board falsely stating that Google was giving $240 million to
Firstwave and was working with the company on a "contract worth over $240 million . . . to
build a consortium." The first such message was posted on the afternoon of February 18, and the
second message was posted on the morning of February 22, which was the next trading day.
49. The statements described above in paragraph 48 were materially false and
misleading because, among other reasons, (i) Google has never invested or otherwise given any
money at all, much less $240 million, to Firstwave or ever entered into a contract or other
business relationship of any kind with Firstwave or taken any steps to do so; and (ii) Firstwave is
a small business software company with annual revenue of $7.4 million.
50. Over the course of February 18 and February 22, Zafar and Thawani sold all of
1
their shares at average prices of $1.90 and $1.87 per share, respectively, netting a profit of
$2,457. After false messages on February 18 and 22 were posted, the price of Firstwave stock
rose as high as $2.10 on February 18 and $2.09 on February 22, a 33% and 32% increase,
respectively, from the closing price on February 17. Trading volume increased by 2107% on
February 18 over the prior day and by another 262% on February 22.
OraLabs Holding Corp.
51. The common stock of OraLabs Holding Corp. ("OraLabs"), a Colorado
corporation based in Parker, Colorado, is publicly traded on the Nasdaq Capital Market under the
ticker symbol OLAB. The Defendants manipulated the market for OraLabs stock on multiple
occasions, including as recently as March 2006, for a totalprofit of $75,405.
52. On November 4,2005, Zafar and Thawani purchased a total of 27,250 shares of
OraLabs stock at average prices of $2.33 and $2.30 per share, respectively.
53. On November 7,2005 -- the next trading day -- Zafar posted a message falsely
stating that "Colgate Palmolive [was] likely [to] purchase [OraLab7s] oral care division and resell
[its] products under [the] Colgate name." This message further stated that 0raLab7s annual
revenue would increase by "$400 million7' as a result and claimed that an "analyst team on
CNBC recommended buying" the stock.
54. The statements in the messages described above in paragraph 53 were all
materially false and misleading because, among other reasons, (i) Colgate Palmolive has never
entered into or agreed to enter into, or taken any steps toward, a transaction involving the
purchase of a business unit fiom OraLabs or the sale of OraLab products; nor has Colgate
Palmolive ever had discussions with OraLabs about any business transaction; (ii) no one on
CNBC or any other securities analyst publicly recommended buying OraLabs stock in or about
November 2005, as the stock was not followed by any securities analysts at that time; and (iii)
0raLabs7 reported annual revenue for the prior fiscal year was $13.1 million.
55. The price and volume of OraLabs stock increased dramatically after the false
message described above in paragraph 53 was posted, and Zafar and Thawani sold all their
shares on November 7 at average prices of $2.88 and $2.90 per share, respectively, netting a
profit of $14,957. The stock had closed at $2.30 per share on the day before the touting began
(November 4) and climbed as high as $4.10 per share on November 7, a 78% increase. Trading
volume on November 7 increased by 1,628% over the previous trading day. After the
Defendants' sales, the stock price dropped to $2.88 at the close of trading on November 7,2005,
and was down to $2.26 at the close of trading on the following day.
56. On January 26 and January 27,2006, Zafar and Thawani purchased a total of
55,488 shares of OraLabs stock at average prices of $1.76 and $1.83 per share, respectively.
57. At 3:27 p.m. on January 27,2006, after the above purchases, the Defendants
began posting messages about OraLabs on a Yahoo message board falsely stating that "analysts
predicted" that the stock would rise to "$5.00 by next week an account [ofl major contract news
coming out."
58. The statements in the messages described above in paragraph 57 were all false
and misleading because, among other reasons, (i) OraLabs had not entered into, and did not plan
to enter into, a major contract on or about January 27,2006; (ii) OraLabs never announced any
contract news, or any news at all, during the relevant time; and (iii) no securities analyst had
made any such price prediction, as OraLabs stock was not followed by any securities analysts at
that time.
59. The price and volume OraLabs stock increased dramatically after the messages
described above in paragraph 57 and other false messages .were posted by the Defendants, and
Zafar and Thawani sold all their shares on the next trading day (January 30) at average prices of
$2.59 and $2.58 per share, respectively, netting a profit of $44,304. The stock had closed at
$1.68 per share on January 26, the day before the touting began, and climbed as high as $3.00
per share on January 30, a 79% increase. Trading volume increased by a total of 5,885% fiom
January 26. After the Defendants' sales, the stock price dropped to $2.23 at the close of trading
on January 30,2006.
60.. From March 2 through March 3,2006, Zafar and Thawani purchased a total of
44,630 shares of OraLabs stock at average, prices of $1.89 and $2.07 per share, respectively.
. .
61. On March 6,2006, Thawani posted-multiple messages about OraLabs falsely
stating that "analysts" were "upgrading" the stock and that "institutions may start buying" the
stock.
62. The statements in the messages described above in paragraph 61 were all false
and misleading because, among other reasons, (i) no analyst "upgraded" OraLabs stock, as the
stock was not followed by any analysts at that time; and (ii) no institutional investor bought or
started to buy the stock at or around that time, and there is no indication that any institutional
investor was planning to buy the stock at or around that time.
63. The price and volume of OraLabs stock increased substantially after the false
messages described above in paragraph 61 were posted, and Zafar and Thawani sold all their
shares on March 6,2006 at average prices of $2.32 and $2.40 per share, respectively, netting a
profit of $16,413. The stock had closed at $1.85 per share on March 2, the day before the touting
began, and climbed as high as $2.20 per share on March 6, a 41% increase. Trading volume
increased by a total of 837%. from March 2. After the Defendants' sales, the stock price dropped
to $2.00 at the close of trading on March 6,2006.
PPT Vision, Inc.
64. The common stock of PPT Vision, Inc. ("PPTV"), a Minnesota corporation based
in Eden Prairie, Minnesota, is quoted on the Over-the-counter Bulletin Board ("OTCBB") under
the ticker symbol PPTB. The Defendants made a total profit of $53,957 manipulating the market
for PPTV stock in November 2005.
65. On November 11 and November 14,2005, Zafar and Thawani purchased a total
of 38,900 shares of PPTV stock at average prices of $1.35 and $1.24 per share, respectively.
66. At 9:55 a.m. on November 14,2005, Zafar and Thawani each posted an identical
message on separate Yahoo message boards. Each message falsely stated as follows: "PPTV to
formally announce huge international contract this week." This statement was materially false
and misleading because, among other reasons, PPTV had not entered into, and did not plan to
enter into, any international or other large contract at that time; nor did PPTV announce any such
contract that week or at any time since the messages were posted.
67. The price and volume of PPTV increased dramatically after the false messages
described above in paragraph 66 were posted, and Zafar and Thawani sold all their shares that
same day (November 14) at average prices of $2.69 and $3.03 per share, respectively, netting a
profit $53,957. On November 14,2005, PPTV stock opened at $1.42 per share and climbed as
. high as $4.30 per share, a 203% increase. Trading volume on November 14 increased by
1,705% from the previous trading day. After the Defendants' sales, the stock price dropped to
$1.79 at the close of trading on November 14,2005.
Lucille Farms Inc.
68. The common stock of Lucille Farms Inc. ("Lucille"), a Delaware corporation
based in Swanton, Vermont, is quoted in the Pink Sheets under the ticker symbol LUCY. The
Pink Sheets are a daily publication compiled by the National Quotation Bureau with bid and ask
prices of over-the-counter stocks. The Defendants made a total profit of $45,387 manipulating
the market for Lucille in April 2005.
69. On March 30 and April 1,2005, Zafar and Thawani purchased a total of 83,600
shares of Lucille stock at average prices of $1.25 and $1.22 per share, respectively.
70. At 3:08 p.m. on April 1,2005, after the above purchases, Zafar posted a message
on a Yahoo message board falsely stating as follows: "Wall street just issued an alert on LUCY
[Lucille], there's talk of a merger with KRAFT and price projection of $3.25 by next week!"
71. The statements made in the message described above in paragraph.70 were
materially false and misleading because, among other reasons, (i) Lucille and Kraft Inc. have
never discussed merging or ever taken any steps to enter into a merger or other business
combination, and no such merger ever occurred; (ii) no securities analyst or other financial
professional publicly issued any information of any kind about a possible merger between
Lucille and Kraft; and (iii) no secuiities analyst or other financial professional publicly issued
such a price projection for Lucille stock on or about April 1,2005.
72. The price and volume increased dramatically after the false message described
above in paragraph 70 was posted, and Zafar and Thawani sold all of their shares on the next
trading day (April 4) at average prices of $1.80 and $1.82 per share, respectively, netting a profit
of $45,387. On April 1,2005, Lucille stock opened at $1.17 per share and, after the Defendants
continued to tout the stock with other false messages, the price climbed as high as $1.99 per
share on April 4, a 70% increase. Trading volume increased by 286% on April 1 from the
previous trading day and by another 654% on April 4. After the Defendants' sales, the stock
price dropped to $1 -48 at the close of trading on April 4,2005.
Centennial Specialtv Foods Corporation
73: The common stock of Centennial Specialty Foods Corporation ("Centennial") is
quoted in the Pink Sheets under the ticker symbol CHLE. The Defendants made a total profit of
$42,905 manipulating the market for Centennial stock in May 2005.
74. On May 19 and May 20,2005, Zafar and Thawani purchased a total of 1 15,600
shares of Centennial stock at an average price of $0.50 per share.
75, At 3:15 p.m. on May 20,2005, shortly after the above purchases, Thawani posted
a message on a Yahoo message board falsely stating that diet conglomerate Atkins Inc. was
going to acquire Centennial and market its products under the Atkins name.
76. The statements in the message described above in paragraph 75 were materially
false and misleading because, among other reasons, (i) Centennial and Atkins have never agreed
to, or even discussed, an acquisition of Centennial by Atkins or ever taken any steps to enter into
'.
any type of business combination, and no such acquisition or similar transaction ever occurred;
and (ii) Centennial and Atkins have never entered into or agreed to enter into, or taken any steps
toward, any type of transaction involving the marketing of Centennial products by Atkins.
J
77. The price and volume of Centennial stock increased dramatically after the false
message described above in paragraph 75 was posted, apd Zafar and Thawani sold all their
shares on the next trading day (May 23) at average prices of $0.87 and $0.93 per share,
respectively, netting a profit of $42,905. On May 20,2005, Centennial stock opened at $0.58 per
share and, afier the Defendants continued to tout the stock with other false messages, the price
climbed as high as $1.04 per share on May 23, a 79% increase. Trading volume increased by
1 19% on May 20 fi-om the previous trading day and by another 132% on May 23. After the
Defendants' sales, the stock price dropped to $0.60 at the close of trading on May 23,2005.
Precision Optics Corporation, Inc.
78. The commdn stock of Precision Optics Corporation, Inc. ("Precision Optics"), a
Massachusetts corporation based in Gardener, Massachusetts, is quoted on the OTCBB under the
ticker symbol POCI. The Defendants manipulated the market for Precision Optics stock on
multiple occasions between January and May 2005, netting a total profit of $36,408.
79. For example, fiom March 15 through March 2 1,2005, Zafar and Thawani
purchased a total of 79,470 shares of Precision Optics stock at average prices of $1.1 1 and $1.03
per share, respectively.
80. The Defendants began falsely touting Precision Optics stock on March 18,2005,
and continued to post fraudulent messages over the next several days. For example, at 9:44 a.m.
on March 21,2005, Zafar posted a message on a message board maintained by Yahoo falsely
stating as follows: "Seems like News PR of POC17s revolutionary new optical endoscope is to
be released this week." The statements in this message were materially false and misleading
because, among other reasons, Precision Optics had neither developed nor planned to announce
an optical endoscope product of any kind at that time, and no such announcement has ever
occurred.
81. The price and volume of Precision Optics stock increased dramatically after the
false message described above in paragraph 80 was posted, and Zafar and Thawani sold all their
shares on March 2 1 at average prices of $1.38 and $1.48 per share, respectively, generating a
profit of $21,230. Precision Optics stock had opened at $1.08 per share on March 18, the day on
which the Defendants first began touting Precision Optics stock, and after the Defendants
continued posting false messages, the price climbed as high as $1.63 per share on March 21, a
5 1 % increase. Trading volume increased by 1,295% on March 1 8 fiom the previous trading day
1. 1
and by another 608% on March 21. After the Defendants' sales, the stock price dropped to $1.19
at the close of trading on March 2 1,2005.
82. On another occasion, in January 2005, the Defendants used a different set of
misrepresentations to manipulate Precision Optics stock. On January 6,2005, Zafar purchased
'I
12,000 shares of Precision Optics stock. The next day, Zafar posted the following two false
messages under different User IDS on a Yahoo message board: (i) "EBAY BUYS MILLIONS
OF SHARES OF POCI [Precision Optics]"; and (ii) "Starting Monday, POCI will sell
revolutionary new breakthrough optical laser lenses used in conjunction with chemotherapy.
Use of such lenses in testing has been proven to dramatically decrease cancer growth in cancer
patients! The new technology is being heavily sought after by government hospitals and private
cancer clinics."
83. The statements in the messages described above in paragraph 82 were all
materially false and misleading because, among other reasons, (i) eBay never bought, or planned
to buy, any shares, much less millions of shares, of Precision Optics stock and never made any
other type of investment in Precision Optics; and (ii) Precision Optics has neither developed nor
sold optical laser lenses for use in conjunction with chemotherapy or any other such product for
use in government hospitals or private cancer clinics.
84. The price and volume of Precision Optics stock increased dramatically after the
false messages described above in paragraph 82 were posted, and Zafar sold all his shares on
January 6, netting a profit of $2,933. On January 6, the price rose by as much as 51% over the
prior day's closing price, and the volume increased by 1,272% in that same period.
CTI Industries Corp.
85. The common stock of CTI Industries Corp. ("CTI'), an Illinois corporation based
in Barrington, Illinois, is publicly traded on the Nasdaq Capital Market under the ticker symbol
CTIB. The Defendants manipulated the market for CTI stock on multiple occasions for a total
profit of $30,967.
86. On January 31,2005, Zafar purchased 20,800 shares of CTI stock. On February
1,2005, Zafar posted multiple messages on Yahoo message boards at various times under
different User IDS, including messages falsely stating that CTI "JUST GOT A MAJOR $200
MILL CONTRACT IN IMQ." This statement was materially false and misleading because
CTI, a manufacturer of balloons and flexible packaging with annual revenue of $37.2 million,
has never received a contract, much less a $200 million contract, to perform work in Iraq of any
kind.
87. The price and volume of CTI stock increased dramatically after the false
messages described above in paragraph 86 were posted, and Zafar sold all his shares on February
1, netting a profit of $13,126. The stock price rose by as much as 50% on February 1, and the
trading volume increased that day by 889%.
88. On March 4,2005, Zafar and Thawani purchased a total of 41,300 shares of CTI
stock. On the next trading day (March 7), Zafar posted a message falsely stating that CTI had
received a "MAJOR CONTRACT WITH SOME TOP NAMES COMPANYS LIKE CISCO,
MICROSOFT, AND DM," and that a "NEWS RELEASE [IS] EXPECTED NEXT WEEK."
These statements were all materially false and misleading because, among other reasons, CTI has
never received, or taken any steps to enter into, a contract of any kind with Cisco, Microsoft, or
IBM; nor did CTI or any of those companies issue a news release about any such contract.
89. The price and volume of CTI stock increased dramatically after the false message
described above in paragraph 88 was posted, and Zafar and Thawani sold all their shares on
March 7, netting a profit of $17,840. On March 7, the price of CTI stock rose by as much as
60%, and the trading volume increased by 2,186%, over the prior trading day.
Dickie Walker Marine, Inc.
90. The common stock of Dickie Walker Marine, Inc. ("Dickie Walker'), a Delaware
corporation based in Oceanside, California, is publicly traded on the Nasdaq Capital Market
under the ticker symbol DWMAC. The Defendants manipulated the market for Dickie Walker
stock on multiple occasions between November 2004 and February 2005, netting a total profit of
91. For example, on November 19,2004, Zafar purchased 7,000 shares of Dickie
Walker stock at an average price of $1.06 per share. On November 19, immediately before and
after this purchase, Zafar posted at least twenty messages on an internet message board
maintained by the Lion.com aggressively touting Dickie Walker stock as a great buying
opportunity. Two of these messages made false statements about Dickie Walker obtaining a
government contract. One of these messages stated as follows: "DWMA WORKING ON A
C\ CONTRACT WORTH OVER 20 MILLION DOLLARS FROM THE COAST GUARD." Zafar
also posted a virtually identical message under the same User ID later that afternoon.
92. The statements in the messages described above in paragraph 91 were materially
false and misleading because, among other reasons, (i) Dickie Walker has never had discussions
with the United States Coast Guard or taken any steps to enter into a contract or other business
relationship of any size with the United States Coast Guard, and Dickie Walker never entered
into any such contract; and.(ii) Dickie Walker is a supplier of naytical gift items with annual
revenue of $1.7 million.
93. Zafar sold all of his Dickie Walker stock on the next trading day (November 22)
after the false messages described above in paragraph 91 were posted, at a price of $1.37 per
1
share, netting a total profit of $2,029. On November 22,2004, the volume of Dickie Walker
stock increased by more than 222% over the prior trading day and the stock price climbed to a
high of $1.88 per share on November 22, a 96% increase over the closing price onthe prior
trading day. After Zafar sold his Dickie Walker stock, the price dropped to $1.32 at the close of
trading on November 22,2004.
94. The Defendants used a different set of misrepresentations to manipulate Dickie
Walker stock again in January 2005, this time realizing a total profit of $14,576. On January 13,
2005, Zafar and Thawani bought a total of 27,350 shares of Dickie Walker stock,at average
prices of $1.02 and $0.93 per share, respectively. Later on the morning of January 13, Zafar
posted a message about Dickie Walker on a Yahoo message board devoted to Sirius with the
following headline: "SIR1 [Sirius] TO BUY OUT DWMA." The text of the message stated that
Dickie Walker stock is "blowing up on expectations of merger with SIRI." These statements
were materially false and misleading because, among other reasons, Dickie Walker and Sirius
have never discussed merging or ever taken any steps to enter into a merger or other business
combination, and no such merger ever occimed.
95. After Zafar posted the message described above in paragraph 94, the price of
Dickie Walker stock increased to a high of $2.00 per share on January 13, an increase of 135%
fiom the prior day's closing price. Trading volume increased on January 13 by 3,902% fiom the
previous day. Zafar and Thawani sold all their shares of Dickie Walker stock on January 13 at
average prices of $1.55 and $1.65 per share, respectively, netting a profit of $14,576. After their
sales, the stock price dropped to $1.03 at the close of trading on January 13,2005.
Spar Group, Inc.
96. The common stock of Spar Group, Inc. ("Spar"), a Delaware corporation based in
Tarrytown, New York, is publicly traded on the Nasdaq Capital Market under the ticker symbol
SGRP.
97. On November 30,2004, Zafar purchased 7,000 shares of Spar stock at an average
price of $1.45 per share. After Zafar's purchase, he and Thawani posted on three different
message boards false messages that consisted of fabricated press releases attributed to Spar and
Kmart Holding Corp ("Kmart").
98. Less than an hour after he purchased Spar stock, Zafar posted a message on a
message board devoted to Spar that purported to excerpt an actual Spar press release announcing .
a $29.2 million arbitration award fkom Macy's, as follows:
SAN DIEGO--@USINESS WIRE)--Nov. 30,2004--SPAR Group Inc
(NASDQ:SGRF') today announced it will be receiving a $29.2 million
award next week resulting fkom its arbitration proceeding with Federated
department stores subsidiary Macy's.
99. On December 3,2004, Zafar and Thawani each posted on two other message
boards an identical message that purported to be an actual Kmart press release announcing a $56
million contract with Spar, as follows:
Troy, MI--Friday 10:35 am (ASSOCIATED PRESS)
Kmart Holding Corp. (NASDAQ: KMRT) announced today that it will be
appointing the services of international merchandiser SPAR Group, Inc.
(NASDAQ: SGRP) to assist in the opening of 48 new stores in the USA
and 18 new stores in Europe. The contract is expected to yield
approximately $56 million revenue for SPAR Group Inc. over the next one
year, while expanding h a r t retail in Europe and USA. Rachel Giovanni,
spokesperson for Kmart quotes "We are happy to announce this new,
mutually beneficial relationship with SPAR Group Inc. Kmart will use
SPAR Group's expertise and experience in international merchandising to
further expand our chain in Europe, and SPAR Group, Inc. will leverage
Krnart's financial resources to expand locations in Europe." Exact
financial details will be announced on December loth, 2004.
100. The statements contained in the messages described above in paragraphs 98 and
99 were all materially false and misleading because, among other reasons: (i) Spar has never
announced that it had received or would receive, and has never received, any arbitration award
fiom Federated Department Stores, Inc., or fiom any of its subsidiaries, including Macy's, or
even been a party to any such arbitration proceeding; (ii) Kmart has never announced that it had
entered into or agreed to enter into, and has never entered into or agreed to enter into or even
discussed, a contract or other business relationship with Spar; and (iii) no one named Rachel
Giovanni worked for Kmart.
101. After each phony press release described above in paragraphs 98 and 99 was
posted, the price of Spar stock increased by an average of approximately 50 percent. The
volume increased by 419% on November 30, the day on which t h e ~ a c ~ ' s message was posted,
and by another 295% on December 3, the day on which the Kmart message was posted. Zafar
sold all his Spar stock -- a portion after each phony press release -- at an average price ranging
fiom $1.50 to $1.55 per share, for a total profit of $271. After Zafar's sales, the stock price
dropped to $1.39 at the close of trading on December 3,2004.
Other Stocks Manipulated BYThe Defendants
102. In addition to the conduct described above, the Defendants have used the same
techniques to manipulate the market for at least 12 other stocks that are publicly traded on the
Nasdaq Capital Market or quoted on the OTCBB or in the Pink Sheets. In each instance, the
Defendants created multiple User ID aliases, posted dozens of materially false and misleading
messages on different internet message boards under those aliases, and timed their trading to take
advantage of the resulting price and volume increases. In each instance, the price and trading
volume of the stock increased substantially after the false messages were posted and, after the
Defendants sold their stock, returned to the levels that existed before the Defendants' activities.
These additional stocks, together with the material misrepresentations and total profits made by
the Defendants in each case, include the following:
(a) Kent Financial Services, Inc. ("'Kent"). The Defendants made a total of
$981 manipulating Kent stock in October 2005 by, among other things,
making the following material misrepresentations about Kent on a Yahoo
message board: "BTRD FLU VACCINE STOCK. . . ALERT OUT ON
KENT. ..AQUlRING BIRD FLU VACCINE PRODUCING
COMPANY will get approximately $930 million worth of business THIS
QUARTER ALONE."
(b) Trans-Industries, Inc. ("Trans-Industries"). The Defendants made a total
of $8,150 manipulating Trans-Industries stock in May and August of 2005
by, among other things, making the following material misrepresentations
about Trans-Industries on multiple Yahoo message boards: (i) "TRNI to
receive $100 mill contract fiom Homeland Security -TRNI ABOUT TO
RUN!!!!"; and (ii) "After London terror attacks, NYC subway system to
be made safer and TFWI to supply parts to do so! !"
(c) Microwave Filter Inc. ("'Microwave"). The Defendants made a total of
$24,420 manipulating Microwave stock in April 2005 by, among other
things, misrepresenting that Microwave had received a multimillion dollar
contract from the Navy.
(d) M-Wav Inc. ("M-Wav"). The Defendants made a total of $22,043
manipulating M-Wav stock in January and May of 2005 by, among other
things, misrepresenting that M-Wav had received $80 million fiom Sirius
and a contract from Direct TV.
(e) JB Oxford Holdings Inc. ("JB Oxford"). The Defendants made a total of
$16,566 manipulating JB Oxford stock in June 2005 by, among other
things, misrepresenting that Ameritrade was acquiring JB Oxford at that
time.
(f) American Claims Evaluation Inc. ("'American Claims"). The
Defendants made a total of $16,422 manipulating American Claims stock
in December 2005 by, among other things, misrepresenting that American
Claims "expected to receive major multimillion $$$ government contract
to provide disability management services to injured US and UN soldiers
from Iraq."
103. To date, the Defendants have generated a total profit of at least $873,385 from
their fraudulent scheme described herein.
The Defendants' Knowledge That Their Statements Were False
104. The Defendants knew, or were reckless in not knowing, that the statements that
they made in the messages described above in paragraphs 1-5 and 12-1 03 were false and
misleading because, in addition to the facts described in those paragraphs:
-
(a) A reasonable factual basis for believing those statements to be true did not exist at
the time that the Defendants made the statements. There were no references in the press
or other publicly available sources to any of the purported events described in the
messages, and upon information and belief, the Defendants did not have any access to the
purportedly non-public information about the companies identified in the messages.
@) The ~efendants' trading was contrary to what they were telling investors to do,
belying any belief in the truth of their own statements. While aggressively encouraging
others to buy these stocks based on predictions of a short-term price increase driven by
some imminent event, the Defendants sold all their shares before the predicted price was
reached and before the purported event at issue occurred or was publicly announced by
the issuer.
FIRST CLAIM FOR RELIEF
Violations of Section 17(a) of the Securities Act,
Section lo@) of the Exchange Act and Rule lob-5
105. The Commission repeats and realleges the allegations contained in paragraphs 1
through 104 by reference as if fully set forth herein.
106. The Defendants, directly or indirectly, singly or in concert, knowingly or
recklessly, by use of the means or instruments of transportation or communication in, and the
means or instrumentality of, interstate commerce, or by use of the mails, in the offer or sale, and
in connection with the purchase or sale, of securities, have: (a) employed devices, schemes, or
artifices to defiaud; (b) obtained money or property by means of untrue statements of material
fact or omissions to state material facts necessary in order to make the statements made, in the
light of the circumstances under which they were made, not misleading; andlor (c) engaged in
- acts, practices or courses of business which operated or would operate as a fiaud or deceit upon
the purchasers of the securities or other persons.
107. As part of and in furtherance of the fraudulent scheme and other violative conduct
described above, the Defendants, directly or indirectly, singly or in concert, employed the
manipulative and deceptive devices and contrivances and made the misrepresentations and
omitted to state the facts alleged above in paragraphs 1-5 and 12-103.
108. The false and misleading statements and omissions made by the Defendants, more
hlly described above in paragraphs 1-5 and 12-103, were material.
109. The Defendants knew, or were reckless in not knowing, that these material '
misrepresentations and omissions, more fully described above in paragraphs 1-5 and 12-1 03,
were false or misleading.
1 10. By reason of acts,~omissions, practices, and courses of business alleged herein, the
Defendants have violated, are violating, are about to violate, and, unless restrained and enjoined,
will continue violating Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act,
and Rule lob-5 thereunder.
i
PRAYER FOR RELIEF
WHEREFORE, Plaintiff Commission respectfully requests that this Court issue:
Orders temporarily and preliminarily, and Final Judgments permanently, restraining and
enjoining each of the Defendants, their agents, servants, employees, attorneys in-fact, and all
persons in active concert or participation with them who receive actual notice of the injunction.
by personal service or otherwise, and each of them, fiom violating Section 17(a) of the Securities
Act and Section 10(b) of the Exchange Act, and Rule lob-5 thereunder.
11.
An Order directing that the Defendants' assets be fiozen.
An Order directing each of the Defendants to file with this Court and serve upon the
Commission, within three business days, or within such extension of time as the Commission
staff agrees in writing or as otherwise ordered by the Court, verified written accountings, signed
by each of them under penalty of perjury.
IV.
An Order permitting expedited discovery.
v.
An OrderZenjoining and restraining each of the Defendants, and any person or entity
acting at their direction or on their behalf, fiom destroying, altering, concealing, or otherwise
interfering with the access of the Commission to relevant documents, books and records.
VI.
A Final Judgment requiring each of the Defendants to disgorge their ill-gotten gains fiom
the violative conduct alleged herein, and to pay prejudgment interest thereon.
VII.
A Final Judgment imposing civil monetary penalties pursuant to Section 20(d) of the
Securities Act and Section 2 1 (d)(3) of the Exchange Act against each of the Defendants.
VIII.
Such other and further relief as the Court deems appropriate.
Dated: April 6,2006
New York, New York
Respectfilly submitted,
Of Counsel:
David Rosenfeld
George N. Stepaniuk
Daniel L. Zelenko
Michael D. Jordan
Heather E. Rutman
Mark K. Schonfeld (MS-2798)
Attorney for Plaintiff
SECURITIES AND EXCHANGE COMMISSION
Northeast Regional Office
Three World Financial Center
New York, New York 10281
(212) 336-1020 |
