UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 7597 / October 27, 1998 ADMINISTRATIVE PROCEEDING File No. 3-9764 ____________________________________ : In the Matter of : ORDER INSTITUTING PUBLIC : PROCEEDINGS PURSUANT TO DONALD A. BAILLARGEON, : SECTION 8A OF THE SECURITIES individually and d/b/a : ACT OF 1933, MAKING FINDINGS, EMERGING COMPANY REPORT, : AND IMPOSING A CEASE-AND- : DESIST ORDER Respondent. : ____________________________________: I. The Securities and Exchange Commission ("Commission") deems it appropriate to institute public cease and desist proceedings against Donald A. Baillargeon ("Baillargeon"), individually and doing business as Emerging Company Report ("ECReport"), pursuant to Section 8A of the Securities Act of 1933 ("Securities Act"). In anticipation of the institution of these proceedings, Baillargeon has submitted an Offer of Settlement ("Offer"), which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or in which the Commission is a party, and without admitting or denying the findings herein, except that Baillargeon admits the Commission's jurisdiction over him and over the subject matter of these proceedings, Baillargeon has consented to the entry of this Order Instituting Public Proceedings Pursuant to Section 8A of the Securities Act of 1933, Making Findings and Imposing a Cease-and-Desist Order ("Order") and to the imposition of the cease-and-desist order set forth below. II. On the basis of this Order and the Offer submitted by Baillargeon, the Commission finds that: A. Donald A. Baillargeon, a resident of Los Angeles, California, has produced a cable television show called "Emerging Company Report," an ECReport web page, and an ECReport newsletter (collectively, the "ECReport Media") from 1997 to the present. Baillargeon is solely responsible for the content of the ECReport Media. B. In addition to producing it, Baillargeon is also a co- anchor of the ECReport television show. That show runs on a weekly basis and is re-broadcast four times each week. "Emerging Company Report" is shown on more than 140 cable television systems in more than 125 cities. C. From at least May 1997 through September 1998, Baillargeon committed or caused violations of Section 17(b) of the Securities Act in that, by the use of means or instruments of transportation or communication in interstate commerce or by use of the mails, he published, gave publicity to, or circulated notices, circulars, advertisements, newspapers, articles, letters, investment services, or communications which, though not purporting to offer a security for sale, described securities for a consideration received or to be received, directly or indirectly, from an issuer, underwriter or dealer, without fully disclosing the receipt, whether past or prospective, of such consideration and the amount thereof. D. As part of and in furtherance of such conduct and activities, Baillargeon publicized more than fifty securities in the ECReport Media. Baillargeon sold to the issuers of these securities "guest appearance packages," which included a ten-minute guest appearance for the issuer on one ECReport television program, one-minute "vignettes" of the guest appearance on the next three programs, and updates on the issuer's stock price on the next thirteen programs. The package also typically included a company profile in two issues of the ECReport newsletter and three months of internet site promotion and linking from the ECReport web page. For some issuers, Baillargeon also agreed to provide a national press release via Business Wire. E. As part of and in furtherance of such conduct and activities, Baillargeon received, directly or indirectly, compensation ranging from $2500 to $17,000 for each guest appearance package sold. Baillargeon did not disclose in the ECReport Media the amount of money he had received from the issuers to publicize their companies and stock. F. As part of and in furtherance of such conduct and activities, Baillargeon also received, directly or indirectly, compensation in the form of stock from two issuers publicized in the ECReport Media. Baillargeon did not disclose in the ECReport Media that he had received, directly or indirectly, compensation in the form of stock, nor did he disclose the type, amount, or value of the stock he received. III. In view of the foregoing, the Commission finds that it is appropriate to impose the sanctions specified in the Offer. Accordingly, IT IS ORDERED, pursuant to Section 8A of the Securities Act, that Baillargeon cease and desist from committing or causing any violation and any future violation of Section 17(b) of the Securities Act. By the Commission. Jonathan G. Katz Secretary