Michael B. Rawdin, Hard Asset Management, Inc. and David Cohen

SECURITIES ACT OF 1933
Release No. 8362 / February 9, 2004

SECURITIES EXCHANGE ACT OF 1934
Release No. 49209 / February 9, 2004

Admin. Proc. File No. 3-11234

I.

The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest to accept the Offer of Settlement ("Offer") submitted by David Cohen ("Cohen") pursuant to Rule 240(a) of the Rules of Practice of the Commission, 17 C.F.R. § 201.240(a), for purposes of settlement of these public administrative and cease-and-desist proceedings instituted by the Commission against them on August 20, 2003, pursuant to Section 8A of the Securities Act of 1933 ("Securities Act") and Sections 15(b) and 21C of the Securities Exchange Act of 1934 ("Exchange Act").

II.

Solely for the purposes of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission's jurisdiction over them and the subject matter of these proceedings, Cohen consents to entry of this Order Making Findings and Imposing Cease-and-Desist Order and Remedial Sanctions against David Cohen ("Order").

III.

On the basis of this Order and Cohen's offer, the Commissions finds that:¹

BACKGROUND

1. Cohen, 56, resides in Coconut Creek, Florida. He offered and sold Starcash securities to the public both personally and through a now-defunct Florida corporation in which he was the sole officer and director, International Equity Group, Inc.

2. Starcash, Inc. ("Starcash"), was a Florida corporation based in Boca Raton and Fort Lauderdale, Florida that offered and sold securities to the general public between September 2001 and May 2002, purportedly to operate a payday advance loan business. The Commission sued Starcash, its principal officers and four related corporate entities in United States District Court in May 2002. Under the auspices of the receiver the Court appointed in that civil injunctive action, Starcash filed a voluntary Chapter 11 bankruptcy petition in October 2002.

STARCASH'S FRAUDULENT OFFERING

3. Starcash began marketing its securities to the general public in approximately September 2001 in the form of Accounts Receivable Purchase Agreements. Over the following nine months, Starcash raised between $7 million and $8 million from 500 investors by promising them annual returns ranging from 30 to 42 percent.

4. The company's principal officers and sales agents told investors their money would be used to make payday advances, but in reality the company used less than ten percent of the money raised to make payday advance loans. Much of the rest of the money went to pay commissions of up to 30 percent to sales agents and to generate salaries, commissions and perks such as expensive cars and vacations for Starcash's principal officers.

5. In addition, Starcash distributed offering materials to investors, some of which contained material misrepresentations and omissions. Included in the false statements and omissions were that: 100 percent of the money Starcash raised would be used to make payday advances; investors' funds were secured by accounts receivables from loan customers; and Starcash had retail outlets located around the United States.

6. No registration statement was filed or in effect with the Commission in connection with the securities offered by Starcash.

COHEN'S PARTICIPATION

7. Cohen began soliciting investors on behalf of Starcash in approximately November 2001. He also had approximately five or six sales agents working with him at International Equity Group.

8. Cohen and other sales agents at International Equity made cold calls to prospective investors and asked them few, if any, questions about their income, net worth, or investing history. Cohen made as many as half a dozen telephone calls to individual investors to persuade them to put their money into Starcash. He made many of the same deliberate or reckless misrepresentations as Starcash's principal officers and other sales agents.

9. For example, Cohen told at least two prospective investors that he had looked into Starcash and that it was a legitimate business, even though he had conducted little due diligence on his own.

10. Cohen also told investors that all of their money would be used to make payday advances, a fact he knew was not true because he knew he and other sales agents were being paid up to 30 percent of every investor dollar they brought in as commissions.

11. Cohen told at least one prospective investor that he would guarantee his investment. He told other investors they could not lose money in Starcash because their funds were secured by checks or funds from payday advance customers. Cohen either knew or should have known that investor money was not secured by funds from customers because Starcash was using only a small fraction of the money it raised to make payday loans.

12. In addition, Cohen omitted disclosing to investors that he and other sales agents were making up to 30 percent commissions from investor dollars, and that Starcash's officers and other "insiders" were taking their cut of investor funds.

13. Starcash paid Cohen and International Equity a total of $176,320 in commissions for soliciting investors from November 2001 until Starcash was shut down in May 2002.

14. At no time was Cohen registered as a broker-dealer.

IV.

In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Cohen's Offer.

Accordingly, it is hereby ORDERED that:

A. Pursuant to Section 8A of the Securities Act and Section 21C of the Exchange Act, Cohen cease and desist from committing or causing any violations and any future violations of Sections 5(a), 5(c) and 17(a) of the Securities Act and Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 promulgated thereunder;

B. Pursuant to Section 15(b)(6) of the Exchange Act, Cohen be and hereby is barred from association with any broker or dealer;

C. Any reapplication for association by Cohen will be subject to the applicable laws and regulations governing the reentry process, and reentry may be conditioned upon a number of factors, including, but not limited to, the satisfaction of any or all of the following: (a) any disgorgement ordered against Cohen, whether or not the Commission has fully or partially waived payment of such disgorgement; (b) any arbitration award related to the conduct that served as the basis for this Order; (c) any self-regulatory organization arbitration award to a customer, whether or not related to the conduct that served as the basis for this Order; and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct that served as the basis for this Order;

D. Cohen shall pay disgorgement plus prejudgment interest of $190,752.60;

E. Cohen shall pay a civil money penalty of $120,000; and

F. Payment of the disgorgement, prejudgment interest and civil money penalty set forth above shall be made within thirty days of the date of the Order and also: (A) made by United States postal money order, certified check, bank cashier's check or bank money order; (B) made payable to the Registry of the Court of the United States District Court for the Southern District of Florida; (C) mailed or hand-delivered to the Clerk of the District Court for the United States District Court for the Southern District of Florida under cover of a letter that identifies the name and number of this action as well as the following case: Securities and Exchange Commission v. Starcash Inc., et al, Case No. 02-80456-CIV-MIDDLEBROOKS, with copies of said cover letter and money order or check to the Office of Financial Management, Securities and Exchange Commission, Operations Center, 6432 General Green Way, Alexandria, Stop 0-3, VA 22312 and to Robert K. Levenson, Esq., Securities and Exchange Commission, 801 Brickell Avenue, Suite 1800, Miami, Florida, 33131.

By the Commission.

Endnotes

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¹ The findings herein are made pursuant to Cohen's Offer of Settlement and are not binding on any other person or entity in this or any other proceeding.