ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS
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UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION
July 2, 2009
ADMINISTRATIVE PROCEEDING
File No. 3-13538
In the Matter of
CONVERSION SOLUTIONS HOLDINGS CORP.,
Respondent.
ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS AND NOTICE OF HEARING PURSUANT TO SECTION 12(j) OF THE SECURITIES EXCHANGE ACT OF 1934
I. The Securities and Exchange Commission ("Commission") deems it necessary and appropriate for the protection of investors that public administrative proceedings be, and hereby are, instituted against Conversion Solutions Holdings Corp. (“Conversion” or “Respondent”) pursuant to Section 12(j) of the Securities Exchange Act of 1934 ("Exchange Act").
II. After an investigation, the Division of Enforcement alleges that:
RESPONDENT
1. Conversion, formerly known as The Fronthaul Group, Inc. and Furia Organization, Inc., is a Delaware corporation headquartered in Lake Dallas, Texas. Conversion has no current operations. Conversion's common stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act.
DELINQUENT PERIODIC FILINGS
2. Section 13(a) of the Exchange Act and the rules promulgated thereunder require issuers with classes of securities registered pursuant to Section 12 of the Exchange Act to file with the Commission current and accurate information in periodic reports. Specifically, Rule 13a-1 requires issuers to file annual reports and Rule 13a-13 requires issuers to file quarterly reports. Rule 12b-25 requires an issuer to notify the Commission of an inability to file a periodic report, along with supporting reasons, by filing a Form 12b-25 no later than one business day after the due date for the report.
3. Conversion filed its last Form 10-KSB/A for the year ending June 30, 2006 on October 19, 2006 and filed its last Form10-QSB for the quarter ended March 31, 2006 on May 12, 2006. Conversion has not filed any periodic reports since.
4. The following periodic filings are delinquent:
Form - Period Ended - Due on or about
10-QSB 9/30/2006 11/14/2006
10-QSB 12/31/2006 2/14/2007
10-QSB 3/31/2007 5/15/2007
10-KSB 6/30/2007 9/29/2007
10-QSB 9/30/2007 11/14/2007
10-QSB 12/31/2007 2/14/2008
10-QSB 3/31/2008 5/15/2008
10-KSB 6/30/2008 9/28/2008
10-QSB 9/30/2008 11/14/2008
10-QSB 12/31/2008 2/17/2009
10-QSB 3/31/2009 5/15/2009
5. Conversion failed to file a notification of late filing on Form 12b-25 for the delinquent reports, with the sole exception of the Form 10-QSB quarterly report for the quarter ended September 30, 2006.
6. As a result of the foregoing, Conversion failed to comply with Exchange Act Section 13(a) and Rules 12b-25, 13a-1 and 13a-13 thereunder.
III. In view of the allegations made by the Division of Enforcement, the Commission deems it necessary and appropriate for the protection of investors to institute public administrative proceedings to determine:
A. Whether the allegations contained in Section II are true and, in connection therewith, to afford the Respondent an opportunity to establish any defenses to such allegations; and,
B. Whether it is necessary and appropriate for the protection of investors to suspend for a period not exceeding twelve months, or revoke, the registration of each class of securities of the Respondent registered pursuant to Section 12 of the Exchange Act.
IV. IT IS HEREBY ORDERED that a public hearing for the purpose of taking evidence on the questions set forth in Section III hereof shall be convened at a time and place to be fixed, and before an Administrative Law Judge to be designated by further order as provided by Rule 110 of the Commission’s Rules of Practice [17 C.F.R. § 201.110].
IT IS HEREBY FURTHER ORDERED that Respondent shall file an Answer to the allegations contained in this Order within ten (10) days after service of this Order, as provided by Rule 220(b) of the Commission’s Rules of Practice [17 C.F.R. § 201.220(b)].
If Respondent fails to file the directed Answer, or fails to appear at a hearing after being duly notified, Respondent may be deemed in default and the proceedings may be determined against it upon consideration of this Order, the allegations of which may be deemed to be true as provided by Rules 155(a), 220(f), 221(f), and 310 of the Commission’s Rules of Practice [17 C.F.R. §§ 201.155(a), 201.220(f), 201.221(f), and 201.310].
This Order shall be served forthwith upon Respondent personally or by certified, registered, or Express Mail, or by other means permitted by the Commission's Rules of Practice.
IT IS FURTHER ORDERED that the Administrative Law Judge shall issue an initial decision no later than 120 days from the date of service of this Order, pursuant to Rule 360(a)(2) of the Commission’s Rules of Practice [17 C.F.R. § 201.360(a)(2)].
In the absence of an appropriate waiver, no officer or employee of the Commission engaged in the performance of investigative or prosecuting functions in this or any factually related proceeding will be permitted to participate or advise in the decision of this matter, except as witness or counsel in proceedings held pursuant to notice. Since this proceeding is not "rule making" within the meaning of Section 551 of the Administrative Procedure Act, it is not deemed subject to the provisions of Section 553 delaying the effective date of any final Commission action.
By the Commission.
Elizabeth M. Murphy
Secretary
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