SEC v. 3001 AD, LLC; Jimmy Barker; Robert J. Ladrach; Marc S. Rifkin; Ronald B. Bowsky; Jack Maddock, et al., Southern District of Florida (Sept. 29, 2009) — Complaint

FILED by GM D.C. 
ELECTRONIC 
eptember 29, 2009 
STEVEN M. LARIMORE 
UNITED STATES DISTRICT COURT 
CLERK 
U.S. D/ST. CT. 
S. D. OF 
FLA.· MIAMI
SOUTHERN DISTRICT 
OF FLORIDA 
CASE NO.: 
09-CIV-81453-ZLOCH/ROSENBAUM 
SECURITIES AND EXCHANGE COMMISSION, ) 
) 
Plaintiff, ) 
) 
v. ) 
) 
3001 AD, LLC, ) 
JIMMY L. BARKER, ) 
ROBERT J. LADRACH, ) 
MARC 
S. RIFKIN, ) 
RONALD 
B. BOWSKY, ) 
JACK MADDOCK and ) 
MICHAEL WEIDGANS, ) 
) 
Defendants. ) 
) 
) 
COMPLAINT FOR INJUNCTIVE AND OTHER RELIEF
 
Plaintiff Securities and Exchange Commission alleges:
 
I. INTRODUCTION 
1. The Commission brings this action to permanently restrain and enjoin Defendants 
3001 AD, LLC, Jimmy Barker, Robert J. Ladrach, Marc S. Rifkin, Ronald B. Bowsky, Jack 
Maddock, and Michael Weidgans 
from violating the federal securities laws through their 
unregistered, fraudulent offer and sale 
of securities. From approximately 1998 through April 
2008 ("the relevant  period"), the Defendants raised approximately $20 million from about 500 
investors throughout the United States through the unregistered and fraudulent offering 
of 
securities in 3001 AD and several affiliated general partnerships ("the Partnerships"). 
10118 

2. During the relevant period, the Defendants offered and sold these securities to 
investors  using telephone calls, the mail, internet website postings, e-mail messages, and 
nationwide radio advertising, while repeatedly misrepresenting and omitting material facts about 
. the amount 
of sales commissions paid, the use of investor proceeds, an impending initial public 
offering ("IPO"), and certain business relationships. 
3. Through their conduct, the Defendants each violated Sections 5(a), 5(c), and 17(a) 
of the Securities Act of 1933 ("Securities Act"), 15 U.S.C. §§ 77e(a),  77e(c), and 77q(a); and 
Section lO(b) and Rule 10b-5 
of the Securities Exchange Act of 1934 ("Exchange Act"), 15 
U.S.c. § 78j(b) and 17 C.F.R. § 240.10b-5. Additionally, Defendants Barker, Rifkin, Bowsky, 
Maddock and Weidgans each also violated Section 15(a)(I) 
of the Exchange Act, 15 U.S.C. § 
780(a)(1). Unless permanently enjoined, the Defendants are reasonably likely 
to continue to 
violate the federal securities laws.· 
II. DEFENDANTS 
4. 3001 AD is a North Carolina limited liability company that had its principal place of 
business in Delray Beach, Florida, until it ceased operations in April 2008. 3001 AD never 
registered with the Commission in any capacity and never registered any offering 
of securities 
under the Securities Act or any class 
of securities under the Exchange Act. Between 1999 and 
2004, Massachusetts, Pennsylvania, Missouri, and South Dakota entered cease-and-desist orders 
against 
3001 AD for its participation in the transactions that are the subject ofthis Complaint. 
5. Barker, 40, resides in Wellington,  Florida: Barker was the managing member, 
CEO; and controlling principal of3001 AD during most ofthe relevant period. Between 1999 and 
2004, Illinois, Pennsylvania, Missouri, and South Dakota entered cease-and-desist orders against 
Barker for his participation in the transactions that are the subject 
of this Complaint. Barker has 
2
 

never registered with the Commission in any capacity or been associated with any broker-dealer 
registered with the Commission. 
6. Ladrach, 45, resides in Lake Worth, Florida. Ladrach was a managing member 
of 3001 AD and served as its president during most of the relevant period. In 1999 and 2001, 
Massachusetts and Missouri entered cease-and-desist orders against Ladrach for his participation 
in the transactions that are the subject 
ofthis Complaint. 
7. Rifkin, 52, resides in Boynton Beach, Florida. Rifkin served as president of 3001 
AD for approximately one year, and as 3001 
AD's vice-president at other times during the 
relevant period. Rifkin primarily was the sales manager and a  sales agent for 3001 AD from 
approximately 1999 through approximately October 2007. 
In 2004, South Dakota entered a 
cease-and desist-order against Rifkin for his participation in the transactions that are the subject 
of this Complaint. Rifkin has never registered with the Commission in any capacity or been 
associated with any broker-dealer registered with the Commission. 
8. Bowsky, 64, resides in Ft. Lauderdale, Florida. Bowsky was employed as a  sales 
agent and sales manager at 
3001 AD from approximately 2000 through 2005. Bowsky has never 
registered with the Commission in any capacity or been associated with any  broker-dealer 
registered with the Commission. 
9. Maddock, 51, resides in Boynton Beach, Florida. Maddock was a  sales agent at 
3001 AD from approximately April 2006 through August 2007, and was not registered with the 
Commission-in any capacity or associated with any broker-dealer registered with the Commission 
during this time. From April 1988 through 1992, Maddock worked as a registered representative at 
various registered broker-dealers and held Series 7  and 
63 securities licenses. In July 1994, 
however, the NASD (now FINRA), censured Maddock, barred him from association with any 
3
 

NASD member in any capacity, fined him $45,000, and ordered him to pay $43,184.92 III 
restitution for failing to respond to an NASD request for information. 
10. Weidgans, 44, resides in Cape Coral, Florida. Weidgans was a sales agent at 3001 
AD from approximately June 2006 through January 2008. Weidgans has never registered with the 
Commission in any capacity or been associated with any broker-dealer registered with the 
Commission. 
III. JURISDICTION AND VENUE 
11. This Court has jurisdiction over this action pursuant 
to Sections 20(b), 20(d) and 
22(a) 
ofthe Securities Act, 15 U.S.C. §§ 77t(b), 77t(d) and 77v(a), and Sections 21(d), 21(e), and 
27 
ofthe Exchange Act, 15 U.S.C. §§ 78u(d), 78u(e) and 78aa. 
12. The Court has personal jurisdiction over the Defendants and venue is appropriate 
in the Southern District 
of Florida, because many of the Defendants' acts and transactions 
constituting violations 
of the Securities Act and the Exchange Act occurred within the Southern 
District 
of Florida. Additionally, 3001 AD's principal offices were in the Southern District of 
Florida, and all the individual Defendants reside in the Southern District ofFlorida. 
13. The Defendants, directly and indirectly, have made use 
of the means and 
instrumentalities 
of interstate commerce, the means and instruments .of transportation and 
communication in interstate commerce, and the mails, in connection with the acts, practices, and 
courses 
ofbusiness complained ofherein. 
IV. 
THE FRAUDULENT UNREGISTERED SECURITIES OFFERINGS 
14. 3001 AD purportedly developed, manufactured, and marketed virtual reality 
products mainly for video game systems. The company's supposed flagship product was a 
helmet system tracking players' head movements to provide a 360 degree view in a video game. 
4
 

The Partnerships were merely locations for additional sales representatives raising money for 
developing the same virtual reality products and supposedly lucrative opportunities 3001 AD 
pitched. 
15. Between 1998 and approximately April 2008, 3001 AD raised approximately $20 
million from about 500 hundred investors nationwide through a  confusing maze 
of overlapping 
and continuous offerings in 3001 AD and the Partnerships. The Defendants offered and sold 
securities in 3001 AD and the Partnerships for $5,000 each while treating them as 
interchangeable investments. 
16. The Defendants provided offering materials to investors via U.S. Mail, courier 
services, or the internet, and often spoke to investors about investing in 3001 AD or the 
Partnerships 
by telephone. The offering materials for the Partnerships referenced both 3001 AD 
and the Partnerships, and explained that the offering proceeds would fund the development 
ofthe 
same virtual reality product. Regardless 
of the particular securities investors purchased, the 
Defendants, in offering documents, telephone calls, press releases, and internet website postings, 
among other means, represented to investors they would share in 3001 
AD's profits. 
17. Barker and 3001 AD commingled investors' funds in a  single bank account. 
Additionally, the Defendants communicated with all investors through press releases, offering 
documents, and other materials marked "3001 AD." 
18. The Defendants conducted the offerings primarily through telemarketer sales 
representatives at a boiler room in 3001 
AD's offices in Delray Beach, Florida. 3001 AD also 
contracted with various sales offices 
to offer and sell the 3001 AD and Partnership securities. 
The typical agreement provided for the payment 
of a  forty percent sales commission to each 
sales office on the proceeds raised from investors. 
5 

19. 3001 AD advertised the investment opportunities over radio stations throughout 
the country. 
In addition, 3001 AD sales representatives and the sales offices routinely used lead 
lists to cold call potential investors. The Defendants communicated with investors through 
written updates sent via the mail, courier services, or the internet, and through telephone 
conference calls in which they reiterated misrepresentations and omissions concerning the IPG, 
commissions, use 
of proceeds, and business relations explained in more detail below. 3001 AD 
also maintained a  website where it posted announcements, transcripts from the telephone 
conference calls, press releases, and other correspondence regarding 3001 AD and the 
Partnerships. 
20. The 
3001 AD investors were paSSIve, contributing little or nothing to the 
management 
of 3001 AD or Partnerships other than money. Although the offering materials 
indicated investors would have an active role in running 3001 AD and the Partnerships, Barker 
and 3001 AD actually controlled them. Through 3001 AD, Barker oversaw and ran product 
development, investor solicitations and communications, business negotiations, and cash 
expenditures. There was no real investor involvement in 3001 AD or the Partnerships' 
operations. For example, 3001 
AD's conference calls with investors were one-way, and did not 
allow investors to express their opinions. 
v. MISREPRESENTATIONS AND OMISSIONS OF MATERIAL FACTS 
A. Failure to Disclose Payment ofExcessive Sales Commissions 
and Misrepresentation ofUse ofOffering Proceeds 
21. The Defendants failed to disclose to investors the excessively large sales 
commissions 3001 AD and the Partnerships paid in contravention 
of the offering documents. 
The offering documents for the 3001 AD and Partnership securities disclosed the payment 
of an 
eight percent sales commission, but 3001 AD and the Partnerships routinely paid· sales 
6
 

commissions ranging from approximately ten to forty percent of investor proceeds. In offering 
documents, telephone sales calls, website postings, press releases, personal meetings, and 
telephone conference calls, the Defendants consistently failed to disclose that 3001 AD and its 
affiliated Partnerships systematically paid sales commissions up to five times more than the eight 
percent figure in the offering materials. 
22. 3001 AD and the Partnerships paid sales offices undisclosed sales commissions 
of 
forty percent of investor proceeds. Weidgans operated his own sales office, and neither he nor 
any other defendant ever disclosed to investors that Weidgans was receiving forty percent 
of 
each dollar they contributed. 
23. Maddock, Rifkin, and Bowsky received sales commISSIons from 3001 AD 
ranging from ten to twenty percent, but did not discuss sales commissions with any 
of the 
investors they solicited. Barker, Ladrach, and Rifkin were principals 
of 3001 AD at various 
times during the relevant period, and thus were familiar with the sales commission structure and 
operations 
of 3001 AD and the Partnerships. Additionally, Barker helped compose the offering 
materials. 
24. Using the mail, courier services, facsimile transmissions, and the internet, all the 
Defendants routinely sent investors offering materials for the 3001 AD and Partnership 
investments, which disclosed sales commissions 
of only eight percent. All the Defendants knew 
3001 AD and the Partnerships were paying ten to forty percent commissions, but disclosing only 
eight percent commissions. 
7
 

B. Misrepresentation ofImminent Initial Public Offering 
25. Throughout the relevant period, 3001 AD, Barker, Ladrach, Rifkin, Bowsky, and 
Weidgans repeatedly misrepresented to investors that 3001 AD was preparing to conduct an IPO 
in the near future, telling investors different versions 
ofthe purported pending IPO story. 
26. 
In 1999 Ladrach told at least one investor that 3001 AD was planning to go public 
through an IPO sometime in early 2000. 
27. On May 
25,2000,3001 AD sent a letter to investors signed by Ladrach claiming 
it would conduct an IPO in the near future. 
28. From 2000 through 2005 Bowsky told investors that 3001 AD would soon 
conduct an IPO, including sending an investor a  letter on December 12, 2001 claiming an IPO 
was nearing and this would be the investor's last chance to buy additional 3001 AD securities. 
Bowsky also told an investor in April 2002 that 3001 AD was going to conduct an IPO 
by the 
end 
of that year. He also sent a fax to two investors on May 9,2002, again claiming an IPO was 
neanng. 
29. On January 
1, 2004, 3001 AD issued a press release titled "We're Going Public," 
which it posted on its internet website. This press release falsely stated 3001 AD was 
. reorganizing and working with a  securities lawyer to arrange a  relationship with a  Wall Street 
firm, while another securities lawyer was going to brief investors on purported progress with the 
Commission in taking 3001 AD public, as well as "NASDAQ acceptance" of3001 AD. 
30. 
In December 2002, Barker sent a letter to investors claiming "[t]he time for which 
many 
of us have been waiting has finally come ...."  and soliciting them to purchase additional 
units prior 
to a purported pending IPO for a substantial savings in price. Barker also sent a letter 
to investors in 2007 claiming 3001 AD was negotiating a deal to provide investors with shares in 
8
 

a  publicly traded company or paYments from a  public company that would purchase the 
intellectual property of3001 AD and the Partnerships. 
31. From approximately 1999 through October 2007, Rifkin repeatedly told investors 
3001 AD would soon be conducting an IPO. 
In the first few months of 2005, Rifkin told one 
investor 3001 AD would go public in six months, and repeated the story later that same year 
while claiming there were audit and other requirements 3001 AD still had to meet. 
32. From 2006 to at least early 2008, Weidgans similarly misled investors in personal 
meetings and telephone calls 
by regularly telling them 3001 AD was soon going public through 
IPO. 
33. 
In reality, 3001 AD was never prepared to conduct an IPO. 3001 AD did not take 
any steps to draft and file the required registration statement for an IPO and did not collect the 
information required for a registration statement. 3001 AD also never had any audited financial 
statements, much less the two years 
of audited financial statements required to conduct an IPO, 
and it lacked the necessary capital to conduct an IPO. 3001 AD did not take any other necessary 
steps in relation to the Commission or the NASDAQ to trade publicly. 
34. Each 
of the Defendants was well aware of this when they falsely represented an 
IPO was imminent. 
C. Misrepresentation ofBusiness Relationships 
35. Defendants 3001 AD, Barker, Ladrach, Rifkin, and Weidgans also misrepresented 
3001 
AD's business relationships with prominent companies and business personalities, by 
issuing press releases prepared 
by Barker and Ladrach which misrepresented the interest of 
Microsoft and Apple in 3001 AD's technology and the extent of 3001 AD's relationship with 
those companies. 
9 

36. On November 17, 2005, 3001 AD issued a  press release, which Ladrach and 
Barker prepared, falsely indicating Microsoft was interested in negotiating a  contract 
to license 
the rights to 3001 
AD's Trimersion gaming technology, and claiming 3001 AD expected to be 
signing agreements with Microsoft. The same misleading press release also falsely stated a 
Microsoft executive was working with several Microsoft divisions 
to explore how 3001 AD and 
Microsoft could cooperate on virtual reality devices. These statements were false because 
Microsoft expressed no interest in 3001 
AD's technology or in contracting with 3001 AD, and 
there were no negotiations between the companies. 
37. Similarly, on December 5, 2005, 3001 AD issued a press release, which Ladrach 
and Barker also prepared, falsely claiming the company's purported negotiations with Microsoft 
had triggered Apple's interest in 3001 AD, with Apple "reviewing a  Trimersion virtual reality 
game system for use with its Macintosh computer and the successful iPod." This was impossible 
because Apple had not even received a Trimersion product at that time. In telephone conference 
calls late 
as 2006, 3001 AD, Barker, Ladrach, and Rifkin continued to misrepresent 3001 AD's 
business relations with Apple, even after Apple had told 3001 AD that it  would not be entering 
into any agreements. 
38. 
In early 2006 telephone calls and postings on 3001 AD's website, the Defendants 
misrepresented to investors that they were negotiating a business deal with former Disney CEO 
Michael Eisner. In two teleconference calls in or around March and June 2006, 3001 AD, 
Barker, and Rifkin told investors Barker had met with Eisner, and Eisner was considering buying 
a  majority position in 3001 AD that could make a  buyout potentially available to investors. 
Weidgans made similar statements when soliciting investors that same year. 
10
 

39. Additionally, during the June 2006 telephone conference call, Rifkin, using a 
script Barker prepared, falsely represented to investors that Apple was interested in bundling 
3001 AD's technology with Apple's iPod devices. Rifkin continued misrepresenting the 
business relationships 3001 AD was developing 
by also asking investors to provide feedback 
about the purported possibility 
of significant participation by Eisner, and supposed plans to work 
with Eisner, Apple, and Microsoft. 
40. When they made these statements, 3001 AD, Barker, Ladrach, Rifkin, and 
Weidgans knew 3001 AD had no business relationships with Apple, Microsoft, 
or Eisner, that 
Apple and Microsoft had indicated no interest in 
or intention of entering into an agreement with 
3001 AD, and that Eisner had already rejected attempts at forging a business relationship with 
3001 AD. 
VI. 
CAUSES OF ACTION
 
COUNT I
 
SALES OF UNREGISTERED SECURITIES IN VIOLATION OF
 
SECTIONS Sea) AND S(c) OF THE SECURITIES ACT
 
(Against all Defendants)
 
41. The Commission repeats and realleges paragraphs 1 through 20 
ofthis Complaint. 
42. No registration statement was filed or in effect with the Commission pursuant to 
the Securities Act and no exemption from registration exists with respect to the securities and 
transactions described herein. 
43. From approximately 1998 through April 2008, the Defendants, directly and 
indirectly: (a) made use 
of the means or instruments of transportation or communication in 
interstate commerce 
or of the mails to sell securities as described herein, through the use or 
medium of a prospectus or otherwise; (b) carried securities or caused such securities, as described 
11
 

herein, to be carried through the mails or in interstate commerce, by any means or instruments of 
transportation, for the purpose of sale or delivery after sale; and/or (c) made use of the means or 
instruments 
of transportation or communication in interstate commerce or of the mails to offer to 
sell or offer to buy through the use or medium 
ofany prospectus or otherwise, as described herein, 
without a registration statement having been filed or being in effect with the Commission as to such 
securities. 
44. By reason 
ofthe foregoing, the Defendants have violated, and unless enjoined, are 
reasonably likely to continue to violate Sections 5  (a) and 5(c) 
of the Securities Act, 15 U.S.c. 
§§ 77e(a) and 77e(c). 
COUNT II 
FRAUD IN VIOLATION OF
 
SECTION 17(a)(1) 
OFTHE SECURITIES ACT
 
(Against all Defendants)
 
45. The Commission repeats and realleges paragraphs 1 through 40 ofthis Complaint. 
46. Since approximately 1998 through April 2008, the Defendants, directly and 
indirectly, by use 
of the means or instruments of transportation or communication in interstate 
commerceor 
byuseofthemails, intheofferorsale ofsecurities, asdescribedherein,knowingly 
or recklessly employed devices, schemes or artifices 
to defraud. 
47. By reason 
of the foregoing, the Defendants have violated, and unless enjoined, are 
reasonably likely to continue to violate, Section 17(a)(I) 
of the Securities Act, 15 U.S.c. § 
77q(a)(I). 
12
 

COUNT III 
FRAUD IN VIOLATION OF SECTIONS
 
17(a)(2) AND 17(a)(3) 
OF THE SECURITIES ACT
 
(Against all Defendants)
 
48. The Commission repeats and realleges paragraphs 1 through 40 of its Complaint. 
49. From approximately 1998 through April 2008, Defendants, directly and 
indirectly, by use of the means or instruments of transportation or communication in interstate 
commerce 
or by the use of the mails, in the offer or sale of securities, as described herein: (a) 
obtained money or property 
by means of untrue statements ofmaterial facts and omissions to state 
material facts necessary to make the statements made, in the light 
of the circumstances under which 
they were made, not misleading; and/or (b) engaged in transactions, practices and courses of 
business which are now operating and will operate as a  fraud or deceit upon purchasers and 
prospective purchasers 
ofsuch securities. 
50. By reason ofthe foregoing, the Defendants have violated, and unless enjoined, are 
reasonably likely to continue to violate, Sections 17(a)(2) and 17(a)(3) 
of the Securities Act, 15 
u.S.C. §§ 77(q)(a)(2) and 77(q)(a)(3). 
COUNT IV 
FRAUD IN VIOLATION OF SECTION 10(b) OF THE EXCHANGE ACT
 
AND RULE 10b-5 PROMULGATED THEREUNDER
 
(Against all Defendants)
 
51. The Commission repeats and realleges paragraphs 1 through 40 ofits Complaint. 
52. From approximately 1998 through April 2008, Defendants, directly or indirectly, 
by use of the means or instrumentalities of interstate commerce or of the mails, in connection 
with the purchase or sale of securities have knowingly or recklessly: (a) employed devices, 
13
 

schemes or artifices to defraud; (b) made untrue statements of material facts and omitted 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; and/or (c) engaged in acts, practices and courses 
of 
business which have operated, are now operating and will operate as a fraud upon the purchasers of 
such securities. 
53. By reason ofthe foregoing, the Defendants have violated, and unless enjoined, are 
reasonably likely to continue to violate, Section 1
O(b) of the Exchange Act, 15 U.S.c. § 78j(b), 
and Rule 10b-5, 17 C.F.R. 
§ 240. 10b-5, thereunder. 
COUNT V 
UNREGISTERED BROKER-DEALER IN VIOLATION OF
 
SECTION 15(a)(l) OF THE EXCHANGE ACT
 
(Against Defendants Barker, Rifkin, Bowsky, Maddock, and Weidgans)
 
54. The Commission repeats and realleges paragraphs 1 through 
40 ofits Complaint. 
55. From approximately 1998 through April 2008, Defendants Barker, Rifkin, 
Bowsky, Maddock, and Weidgans, directly and indirectly, 
by use of the mails or any means or 
instrumentality of interstate commerce, while acting as a broker or dealer engaged in the 
business of effecting transactions in securities for the accounts of others, effected transactions in 
securities, 
or induced or attempted to induce the purchase or sale of securities, without 
registering as a broker-dealer in accordance with Section 15(b) 
ofthe Exchange Act, 15 U.S.c. § 
780(b). 
56. 
By reason of the foregoing, Defendants Barker, Rifkin, Bowsky, Maddock, and 
Weidgans, directly and indirectly, violated and, unless enjoined, are reasonably likely to continue 
to violate, Section 15(a)(l) 
ofthe Exchange Act, 15 U.S.c. § 78o(a)(I). 
14
 

RELIEF REQUESTED 
WHEREFORE, the Commission respectfully requests that the Court: 
I.
 
Declaratory Relief
 
Declare, determine and find that Defendants committed the violations of the federal 
securities laws alleged herein. 
II.
 
Permanent Injunctive Relief
 
Issue a Permanent Injunction, restraining and enjoining: 
(a) Defendants 3001 AD, Barker, Ladrach, Rifkin, Bowsky, Maddock and 
Weidgans, their officers, agents, servants, employees, attorneys, and all persons in active concert 
or 
participation with them, and each ofthem, from violating: (i) Sections Sea), S(c), and 17(a)(1)-(3) of 
the Securities Act, 15 US.C. §§ 77e(a), 77e(c), 77q(a) (1)-(3); and (ii) Section 1O(b) and Rule IOb­
5 ofthe Exchange Act, 15 US.c. § 78j(b) and 17 C.F.R. § 240.10b-5, thereunder; and 
(b) Defendants Barker, Rifkin, Bowsky, Maddock and Weidgans, their 
officers, agents, servants, employees, attorneys, and all persons in active concert 
or participation 
with them, and each 
of them from violating Section 15(a)(I) of the Exchange Act, 15 US.c. § 
780(a)(1). 
III.
 
Officer and Director Bars
 
Issue an Order pursuant to Section 21(d)(2) of the Exchange Act, 15 U.S.c. §78u(d)(2), 
barring Barker, Ladrach and Rifkin from acting as an officer or director 
ofa publicly-held company. 
15
 

N. 
Penalties 
Issue an Order directing all Defendants 
to pay civil money penalties pursuant to Section 
20(d) 
ofthe Securities Act, 15 U.S.c. § 77t(d), and Section 21(d) ofthe Exchange Act, 15 U.S.c. § 
78(d)(3). 
v. 
Disgorgement 
Issue an Order requiring all the Defendants to disgorge all ill-gotten profits or proceeds that 
they have received 
as a  result of the acts or· courses of conduct complained of herein, with 
'prejudgment interest. 
VI. 
Further Relief
 
Grant such other and further relief 
as may be necessary and appropriate.
 
VII.
 
Retention 
of Jurisdiction
 
Further, the Commission respectfully requests that the Court retain jurisdiction over this 
action in order to implement and 
carry out the terms of all orders and decrees that may hereby be 
16
 

• 
entered, or to entertain any suitable application or motion by the Commission for additional relief 
within thejurisdiction 
ofthis Court. 
Dated: September
2'{, 2009 
By: 
Respectfully submitted, 
Scott A. Masel 
Senior Trial Counsel 
Florida 
Bar No. 007110 
Direct Dial: (305) 982-6398 
E-mail: [email protected] 
Attorney for Plaintiff 
SECURITIES AND EXCHANGE 
COMMISSION 
801 Brickell Avenue, Suite 1800 
Miami, Florida 33131 
Telephone: (305) 982-6300 
Facsimile: (305) 536-4154 
17
 

FILED by GM D.C. 
ELECTRONIC 

eptember 29, 2009 

STEVEN M. LARIMORE UNITED STATES DISTRICT COURT 
CLERK U.S. D/ST. CT. 
S. D. OF FLA.· MIAMISOUTHERN DISTRICT OF FLORIDA 

CASE NO.: 09-CIV-81453-ZLOCH/ROSENBAUM 

SECURITIES AND EXCHANGE COMMISSION, ) 
) 

Plaintiff, ) 
) 

v. ) 
) 

3001 AD, LLC, ) 
JIMMY L. BARKER, ) 
ROBERT J. LADRACH, ) 
MARC S. RIFKIN, ) 
RONALD B. BOWSKY, ) 
JACK MADDOCK and ) 
MICHAEL WEIDGANS, ) 

) 
Defendants. ) 

) 
) 

COMPLAINT FOR INJUNCTIVE AND OTHER RELIEF
 

Plaintiff Securities and Exchange Commission alleges:
 

I. INTRODUCTION 

1. The Commission brings this action to permanently restrain and enjoin Defendants 

3001 AD, LLC, Jimmy Barker, Robert J. Ladrach, Marc S. Rifkin, Ronald B. Bowsky, Jack 

Maddock, and Michael Weidgans from violating the federal securities laws through their 

unregistered, fraudulent offer and sale of securities. From approximately 1998 through April 

2008 ("the relevant period"), the Defendants raised approximately $20 million from about 500 

investors throughout the United States through the unregistered and fraudulent offering of 

securities in 3001 AD and several affiliated general partnerships ("the Partnerships"). 

10118 



2. During the relevant period, the Defendants offered and sold these securities to 

investors using telephone calls, the mail, internet website postings, e-mail messages, and 

nationwide radio advertising, while repeatedly misrepresenting and omitting material facts about 

.the amount of sales commissions paid, the use of investor proceeds, an impending initial public 

offering ("IPO"), and certain business relationships. 

3. Through their conduct, the Defendants each violated Sections 5(a), 5(c), and 17(a) 

of the Securities Act of 1933 ("Securities Act"), 15 U.S.C. §§ 77e(a), 77e(c), and 77q(a); and 

Section lO(b) and Rule 10b-5 of the Securities Exchange Act of 1934 ("Exchange Act"), 15 

U.S.c. § 78j(b) and 17 C.F.R. § 240.10b-5. Additionally, Defendants Barker, Rifkin, Bowsky, 

Maddock and Weidgans each also violated Section 15(a)(I) of the Exchange Act, 15 U.S.C. § 

780(a)(1). Unless permanently enjoined, the Defendants are reasonably likely to continue to 

violate the federal securities laws.· 

II. DEFENDANTS 

4. 3001 AD is a North Carolina limited liability company that had its principal place of 

business in Delray Beach, Florida, until it ceased operations in April 2008. 3001 AD never 

registered with the Commission in any capacity and never registered any offering of securities 

under the Securities Act or any class of securities under the Exchange Act. Between 1999 and 

2004, Massachusetts, Pennsylvania, Missouri, and South Dakota entered cease-and-desist orders 

against 3001 AD for its participation in the transactions that are the subject of this Complaint. 

5. Barker, 40, resides in Wellington, Florida: Barker was the managing member, 

CEO; and controlling principal of3001 AD during most of the relevant period. Between 1999 and 

2004, Illinois, Pennsylvania, Missouri, and South Dakota entered cease-and-desist orders against 

Barker for his participation in the transactions that are the subject of this Complaint. Barker has 

2
 



never registered with the Commission in any capacity or been associated with any broker-dealer 

registered with the Commission. 

6. Ladrach, 45, resides in Lake Worth, Florida. Ladrach was a managing member 

of 3001 AD and served as its president during most of the relevant period. In 1999 and 2001, 

Massachusetts and Missouri entered cease-and-desist orders against Ladrach for his participation 

in the transactions that are the subject ofthis Complaint. 

7. Rifkin, 52, resides in Boynton Beach, Florida. Rifkin served as president of 3001 

AD for approximately one year, and as 3001 AD's vice-president at other times during the 

relevant period. Rifkin primarily was the sales manager and a sales agent for 3001 AD from 

approximately 1999 through approximately October 2007. In 2004, South Dakota entered a 

cease-and desist-order against Rifkin for his participation in the transactions that are the subject 

of this Complaint. Rifkin has never registered with the Commission in any capacity or been 

associated with any broker-dealer registered with the Commission. 

8. Bowsky, 64, resides in Ft. Lauderdale, Florida. Bowsky was employed as a sales 

agent and sales manager at 3001 AD from approximately 2000 through 2005. Bowsky has never 

registered with the Commission in any capacity or been associated with any broker-dealer 

registered with the Commission. 

9. Maddock, 51, resides in Boynton Beach, Florida. Maddock was a sales agent at 

3001 AD from approximately April 2006 through August 2007, and was not registered with the 

Commission-in any capacity or associated with any broker-dealer registered with the Commission 

during this time. From April 1988 through 1992, Maddock worked as a registered representative at 

various registered broker-dealers and held Series 7 and 63 securities licenses. In July 1994, 

however, the NASD (now FINRA), censured Maddock, barred him from association with any 

3
 



NASD member in any capacity, fined him $45,000, and ordered him to pay $43,184.92 III 

restitution for failing to respond to an NASD request for information. 

10. Weidgans, 44, resides in Cape Coral, Florida. Weidgans was a sales agent at 3001 

AD from approximately June 2006 through January 2008. Weidgans has never registered with the 

Commission in any capacity or been associated with any broker-dealer registered with the 

Commission. 

III. JURISDICTION AND VENUE 

11. This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d) and 

22(a) ofthe Securities Act, 15 U.S.C. §§ 77t(b), 77t(d) and 77v(a), and Sections 21(d), 21(e), and 

27 of the Exchange Act, 15 U.S.C. §§ 78u(d), 78u(e) and 78aa. 

12. The Court has personal jurisdiction over the Defendants and venue is appropriate 

in the Southern District of Florida, because many of the Defendants' acts and transactions 

constituting violations of the Securities Act and the Exchange Act occurred within the Southern 

District of Florida. Additionally, 3001 AD's principal offices were in the Southern District of 

Florida, and all the individual Defendants reside in the Southern District ofFlorida. 

13. The Defendants, directly and indirectly, have made use of the means and 

instrumentalities of interstate commerce, the means and instruments .of transportation and 

communication in interstate commerce, and the mails, in connection with the acts, practices, and 

courses ofbusiness complained ofherein. 

IV. THE FRAUDULENT UNREGISTERED SECURITIES OFFERINGS 

14. 3001 AD purportedly developed, manufactured, and marketed virtual reality 

products mainly for video game systems. The company's supposed flagship product was a 

helmet system tracking players' head movements to provide a 360 degree view in a video game. 

4
 



The Partnerships were merely locations for additional sales representatives raising money for 

developing the same virtual reality products and supposedly lucrative opportunities 3001 AD 

pitched. 

15. Between 1998 and approximately April 2008, 3001 AD raised approximately $20 

million from about 500 hundred investors nationwide through a confusing maze of overlapping 

and continuous offerings in 3001 AD and the Partnerships. The Defendants offered and sold 

securities in 3001 AD and the Partnerships for $5,000 each while treating them as 

interchangeable investments. 

16. The Defendants provided offering materials to investors via U.S. Mail, courier 

services, or the internet, and often spoke to investors about investing in 3001 AD or the 

Partnerships by telephone. The offering materials for the Partnerships referenced both 3001 AD 

and the Partnerships, and explained that the offering proceeds would fund the development of the 

same virtual reality product. Regardless of the particular securities investors purchased, the 

Defendants, in offering documents, telephone calls, press releases, and internet website postings, 

among other means, represented to investors they would share in 3001 AD's profits. 

17. Barker and 3001 AD commingled investors' funds in a single bank account. 

Additionally, the Defendants communicated with all investors through press releases, offering 

documents, and other materials marked "3001 AD." 

18. The Defendants conducted the offerings primarily through telemarketer sales 

representatives at a boiler room in 3001 AD's offices in Delray Beach, Florida. 3001 AD also 

contracted with various sales offices to offer and sell the 3001 AD and Partnership securities. 

The typical agreement provided for the payment of a forty percent sales commission to each 

sales office on the proceeds raised from investors. 

5 



19. 3001 AD advertised the investment opportunities over radio stations throughout 

the country. In addition, 3001 AD sales representatives and the sales offices routinely used lead 

lists to cold call potential investors. The Defendants communicated with investors through 

written updates sent via the mail, courier services, or the internet, and through telephone 

conference calls in which they reiterated misrepresentations and omissions concerning the IPG, 

commissions, use of proceeds, and business relations explained in more detail below. 3001 AD 

also maintained a website where it posted announcements, transcripts from the telephone 

conference calls, press releases, and other correspondence regarding 3001 AD and the 

Partnerships. 

20. The 3001 AD investors were paSSIve, contributing little or nothing to the 

management of 3001 AD or Partnerships other than money. Although the offering materials 

indicated investors would have an active role in running 3001 AD and the Partnerships, Barker 

and 3001 AD actually controlled them. Through 3001 AD, Barker oversaw and ran product 

development, investor solicitations and communications, business negotiations, and cash 

expenditures. There was no real investor involvement in 3001 AD or the Partnerships' 

operations. For example, 3001 AD's conference calls with investors were one-way, and did not 

allow investors to express their opinions. 

v. MISREPRESENTATIONS AND OMISSIONS OF MATERIAL FACTS 

A. Failure to Disclose Payment ofExcessive Sales Commissions 
and Misrepresentation ofUse ofOffering Proceeds 

21. The Defendants failed to disclose to investors the excessively large sales 

commissions 3001 AD and the Partnerships paid in contravention of the offering documents. 

The offering documents for the 3001 AD and Partnership securities disclosed the payment of an 

eight percent sales commission, but 3001 AD and the Partnerships routinely paid· sales 

6
 



commissions ranging from approximately ten to forty percent of investor proceeds. In offering 

documents, telephone sales calls, website postings, press releases, personal meetings, and 

telephone conference calls, the Defendants consistently failed to disclose that 3001 AD and its 

affiliated Partnerships systematically paid sales commissions up to five times more than the eight 

percent figure in the offering materials. 

22. 3001 AD and the Partnerships paid sales offices undisclosed sales commissions of 

forty percent of investor proceeds. Weidgans operated his own sales office, and neither he nor 

any other defendant ever disclosed to investors that Weidgans was receiving forty percent of 

each dollar they contributed. 

23. Maddock, Rifkin, and Bowsky received sales commISSIons from 3001 AD 

ranging from ten to twenty percent, but did not discuss sales commissions with any of the 

investors they solicited. Barker, Ladrach, and Rifkin were principals of 3001 AD at various 

times during the relevant period, and thus were familiar with the sales commission structure and 

operations of 3001 AD and the Partnerships. Additionally, Barker helped compose the offering 

materials. 

24. Using the mail, courier services, facsimile transmissions, and the internet, all the 

Defendants routinely sent investors offering materials for the 3001 AD and Partnership 

investments, which disclosed sales commissions of only eight percent. All the Defendants knew 

3001 AD and the Partnerships were paying ten to forty percent commissions, but disclosing only 

eight percent commissions. 

7
 



B. Misrepresentation ofImminent Initial Public Offering 

25. Throughout the relevant period, 3001 AD, Barker, Ladrach, Rifkin, Bowsky, and 

Weidgans repeatedly misrepresented to investors that 3001 AD was preparing to conduct an IPO 

in the near future, telling investors different versions of the purported pending IPO story. 

26. In 1999 Ladrach told at least one investor that 3001 AD was planning to go public 

through an IPO sometime in early 2000. 

27. On May 25,2000,3001 AD sent a letter to investors signed by Ladrach claiming 

it would conduct an IPO in the near future. 

28. From 2000 through 2005 Bowsky told investors that 3001 AD would soon 

conduct an IPO, including sending an investor a letter on December 12, 2001 claiming an IPO 

was nearing and this would be the investor's last chance to buy additional 3001 AD securities. 

Bowsky also told an investor in April 2002 that 3001 AD was going to conduct an IPO by the 

end of that year. He also sent a fax to two investors on May 9,2002, again claiming an IPO was 

neanng. 

29. On January 1, 2004, 3001 AD issued a press release titled "We're Going Public," 

which it posted on its internet website. This press release falsely stated 3001 AD was 

. reorganizing and working with a securities lawyer to arrange a relationship with a Wall Street 

firm, while another securities lawyer was going to brief investors on purported progress with the 

Commission in taking 3001 AD public, as well as "NASDAQ acceptance" of3001 AD. 

30. In December 2002, Barker sent a letter to investors claiming "[t]he time for which 

many of us have been waiting has finally come ...." and soliciting them to purchase additional 

units prior to a purported pending IPO for a substantial savings in price. Barker also sent a letter 

to investors in 2007 claiming 3001 AD was negotiating a deal to provide investors with shares in 

8
 



a publicly traded company or paYments from a public company that would purchase the 

intellectual property of3001 AD and the Partnerships. 

31. From approximately 1999 through October 2007, Rifkin repeatedly told investors 

3001 AD would soon be conducting an IPO. In the first few months of 2005, Rifkin told one 

investor 3001 AD would go public in six months, and repeated the story later that same year 

while claiming there were audit and other requirements 3001 AD still had to meet. 

32. From 2006 to at least early 2008, Weidgans similarly misled investors in personal 

meetings and telephone calls by regularly telling them 3001 AD was soon going public through 

IPO. 

33. In reality, 3001 AD was never prepared to conduct an IPO. 3001 AD did not take 

any steps to draft and file the required registration statement for an IPO and did not collect the 

information required for a registration statement. 3001 AD also never had any audited financial 

statements, much less the two years of audited financial statements required to conduct an IPO, 

and it lacked the necessary capital to conduct an IPO. 3001 AD did not take any other necessary 

steps in relation to the Commission or the NASDAQ to trade publicly. 

34. Each of the Defendants was well aware of this when they falsely represented an 

IPO was imminent. 

C. Misrepresentation ofBusiness Relationships 

35. Defendants 3001 AD, Barker, Ladrach, Rifkin, and Weidgans also misrepresented 

3001 AD's business relationships with prominent companies and business personalities, by 

issuing press releases prepared by Barker and Ladrach which misrepresented the interest of 

Microsoft and Apple in 3001 AD's technology and the extent of 3001 AD's relationship with 

those companies. 

9 



36. On November 17, 2005, 3001 AD issued a press release, which Ladrach and 

Barker prepared, falsely indicating Microsoft was interested in negotiating a contract to license 

the rights to 3001 AD's Trimersion gaming technology, and claiming 3001 AD expected to be 

signing agreements with Microsoft. The same misleading press release also falsely stated a 

Microsoft executive was working with several Microsoft divisions to explore how 3001 AD and 

Microsoft could cooperate on virtual reality devices. These statements were false because 

Microsoft expressed no interest in 3001 AD's technology or in contracting with 3001 AD, and 

there were no negotiations between the companies. 

37. Similarly, on December 5, 2005, 3001 AD issued a press release, which Ladrach 

and Barker also prepared, falsely claiming the company's purported negotiations with Microsoft 

had triggered Apple's interest in 3001 AD, with Apple "reviewing a Trimersion virtual reality 

game system for use with its Macintosh computer and the successful iPod." This was impossible 

because Apple had not even received a Trimersion product at that time. In telephone conference 

calls late as 2006, 3001 AD, Barker, Ladrach, and Rifkin continued to misrepresent 3001 AD's 

business relations with Apple, even after Apple had told 3001 AD that it would not be entering 

into any agreements. 

38. In early 2006 telephone calls and postings on 3001 AD's website, the Defendants 

misrepresented to investors that they were negotiating a business deal with former Disney CEO 

Michael Eisner. In two teleconference calls in or around March and June 2006, 3001 AD, 

Barker, and Rifkin told investors Barker had met with Eisner, and Eisner was considering buying 

a majority position in 3001 AD that could make a buyout potentially available to investors. 

Weidgans made similar statements when soliciting investors that same year. 

10
 



39. Additionally, during the June 2006 telephone conference call, Rifkin, using a 

script Barker prepared, falsely represented to investors that Apple was interested in bundling 

3001 AD's technology with Apple's iPod devices. Rifkin continued misrepresenting the 

business relationships 3001 AD was developing by also asking investors to provide feedback 

about the purported possibility of significant participation by Eisner, and supposed plans to work 

with Eisner, Apple, and Microsoft. 

40. When they made these statements, 3001 AD, Barker, Ladrach, Rifkin, and 

Weidgans knew 3001 AD had no business relationships with Apple, Microsoft, or Eisner, that 

Apple and Microsoft had indicated no interest in or intention of entering into an agreement with 

3001 AD, and that Eisner had already rejected attempts at forging a business relationship with 

3001 AD. 

VI. CAUSES OF ACTION
 

COUNT I
 

SALES OF UNREGISTERED SECURITIES IN VIOLATION OF
 
SECTIONS Sea) AND S(c) OF THE SECURITIES ACT
 

(Against all Defendants)
 

41. The Commission repeats and realleges paragraphs 1 through 20 of this Complaint. 

42. No registration statement was filed or in effect with the Commission pursuant to 

the Securities Act and no exemption from registration exists with respect to the securities and 

transactions described herein. 

43. From approximately 1998 through April 2008, the Defendants, directly and 

indirectly: (a) made use of the means or instruments of transportation or communication in 

interstate commerce or of the mails to sell securities as described herein, through the use or 

medium of a prospectus or otherwise; (b) carried securities or caused such securities, as described 

11
 



herein, to be carried through the mails or in interstate commerce, by any means or instruments of 

transportation, for the purpose of sale or delivery after sale; and/or (c) made use of the means or 

instruments of transportation or communication in interstate commerce or of the mails to offer to 

sell or offer to buy through the use or medium of any prospectus or otherwise, as described herein, 

without a registration statement having been filed or being in effect with the Commission as to such 

securities. 

44. By reason of the foregoing, the Defendants have violated, and unless enjoined, are 

reasonably likely to continue to violate Sections 5 (a) and 5(c) of the Securities Act, 15 U.S.c. 

§§ 77e(a) and 77e(c). 

COUNT II 

FRAUD IN VIOLATION OF
 
SECTION 17(a)(1) OFTHE SECURITIES ACT
 

(Against all Defendants)
 

45. The Commission repeats and realleges paragraphs 1 through 40 of this Complaint. 

46. Since approximately 1998 through April 2008, the Defendants, directly and 

indirectly, by use of the means or instruments of transportation or communication in interstate 

commerce or by use of the mails, in the offer or sale ofsecurities, as described herein, knowingly 

or recklessly employed devices, schemes or artifices to defraud. 

47. By reason of the foregoing, the Defendants have violated, and unless enjoined, are 

reasonably likely to continue to violate, Section 17(a)(I) of the Securities Act, 15 U.S.c. § 

77q(a)(I). 

12
 



COUNT III 

FRAUD IN VIOLATION OF SECTIONS
 
17(a)(2) AND 17(a)(3) OF THE SECURITIES ACT
 

(Against all Defendants)
 

48. The Commission repeats and realleges paragraphs 1 through 40 of its Complaint. 

49. From approximately 1998 through April 2008, Defendants, directly and 

indirectly, by use of the means or instruments of transportation or communication in interstate 

commerce or by the use of the mails, in the offer or sale of securities, as described herein: (a) 

obtained money or property by means of untrue statements ofmaterial facts and omissions to state 

material facts necessary to make the statements made, in the light of the circumstances under which 

they were made, not misleading; and/or (b) engaged in transactions, practices and courses of 

business which are now operating and will operate as a fraud or deceit upon purchasers and 

prospective purchasers ofsuch securities. 

50. By reason ofthe foregoing, the Defendants have violated, and unless enjoined, are 

reasonably likely to continue to violate, Sections 17(a)(2) and 17(a)(3) of the Securities Act, 15 

u.S.C. §§ 77(q)(a)(2) and 77(q)(a)(3). 

COUNT IV 

FRAUD IN VIOLATION OF SECTION 10(b) OF THE EXCHANGE ACT
 
AND RULE 10b-5 PROMULGATED THEREUNDER
 

(Against all Defendants)
 

51. The Commission repeats and realleges paragraphs 1 through 40 of its Complaint. 

52. From approximately 1998 through April 2008, Defendants, directly or indirectly, 

by use of the means or instrumentalities of interstate commerce or of the mails, in connection 

with the purchase or sale of securities have knowingly or recklessly: (a) employed devices, 

13
 



schemes or artifices to defraud; (b) made untrue statements of material facts and omitted 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; and/or (c) engaged in acts, practices and courses of 

business which have operated, are now operating and will operate as a fraud upon the purchasers of 

such securities. 

53. By reason ofthe foregoing, the Defendants have violated, and unless enjoined, are 

reasonably likely to continue to violate, Section 1O(b) of the Exchange Act, 15 U.S.c. § 78j(b), 

and Rule 10b-5, 17 C.F.R. § 240. 10b-5, thereunder. 

COUNT V 

UNREGISTERED BROKER-DEALER IN VIOLATION OF
 
SECTION 15(a)(l) OF THE EXCHANGE ACT
 

(Against Defendants Barker, Rifkin, Bowsky, Maddock, and Weidgans)
 

54. The Commission repeats and realleges paragraphs 1 through 40 of its Complaint. 

55. From approximately 1998 through April 2008, Defendants Barker, Rifkin, 

Bowsky, Maddock, and Weidgans, directly and indirectly, by use of the mails or any means or 

instrumentality of interstate commerce, while acting as a broker or dealer engaged in the 

business of effecting transactions in securities for the accounts of others, effected transactions in 

securities, or induced or attempted to induce the purchase or sale of securities, without 

registering as a broker-dealer in accordance with Section 15(b) of the Exchange Act, 15 U.S.c. § 

780(b). 

56. By reason of the foregoing, Defendants Barker, Rifkin, Bowsky, Maddock, and 

Weidgans, directly and indirectly, violated and, unless enjoined, are reasonably likely to continue 

to violate, Section 15(a)(l) ofthe Exchange Act, 15 U.S.c. § 78o(a)(I). 

14
 



RELIEF REQUESTED 

WHEREFORE, the Commission respectfully requests that the Court: 

I.
 

Declaratory Relief
 

Declare, determine and find that Defendants committed the violations of the federal 

securities laws alleged herein. 

II.
 

Permanent Injunctive Relief
 

Issue a Permanent Injunction, restraining and enjoining: 

(a) Defendants 3001 AD, Barker, Ladrach, Rifkin, Bowsky, Maddock and 

Weidgans, their officers, agents, servants, employees, attorneys, and all persons in active concert or 

participation with them, and each ofthem, from violating: (i) Sections Sea), S(c), and 17(a)(1)-(3) of 

the Securities Act, 15 US.C. §§ 77e(a), 77e(c), 77q(a) (1)-(3); and (ii) Section 1O(b) and Rule IOb­

5 of the Exchange Act, 15 US.c. § 78j(b) and 17 C.F.R. § 240.10b-5, thereunder; and 

(b) Defendants Barker, Rifkin, Bowsky, Maddock and Weidgans, their 

officers, agents, servants, employees, attorneys, and all persons in active concert or participation 

with them, and each of them from violating Section 15(a)(I) of the Exchange Act, 15 US.c. § 

780(a)(1). 

III.
 

Officer and Director Bars
 

Issue an Order pursuant to Section 21(d)(2) of the Exchange Act, 15 U.S.c. §78u(d)(2), 

barring Barker, Ladrach and Rifkin from acting as an officer or director ofa publicly-held company. 

15
 



N. 

Penalties 

Issue an Order directing all Defendants to pay civil money penalties pursuant to Section 

20(d) ofthe Securities Act, 15 U.S.c. § 77t(d), and Section 21(d) ofthe Exchange Act, 15 U.S.c. § 

78(d)(3). 

v. 

Disgorgement 

Issue an Order requiring all the Defendants to disgorge all ill-gotten profits or proceeds that 

they have received as a result of the acts or· courses of conduct complained of herein, with 

'prejudgment interest. 

VI. 

Further Relief
 

Grant such other and further relief as may be necessary and appropriate.
 

VII.
 

Retention of Jurisdiction
 

Further, the Commission respectfully requests that the Court retain jurisdiction over this 

action in order to implement and carry out the terms of all orders and decrees that may hereby be 

16
 



• 

entered, or to entertain any suitable application or motion by the Commission for additional relief 

within the jurisdiction of this Court. 

Dated: September2'{, 2009 

By: 

Respectfully submitted, 

Scott A. Masel 
Senior Trial Counsel 
Florida Bar No. 007110 
Direct Dial: (305) 982-6398 
E-mail: [email protected] 

Attorney for Plaintiff 
SECURITIES AND EXCHANGE 
COMMISSION 
801 Brickell Avenue, Suite 1800 
Miami, Florida 33131 
Telephone: (305) 982-6300 
Facsimile: (305) 536-4154 

17