UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 34-57423 / March 3, 2008

Administrative Proceeding File No. 3-12896

Notice is hereby given, pursuant to Rule 1103 of the Securities and Exchange Commission's ("Commission") Rules on Fair Fund and Disgorgement Plans, 17 C.F.R. § 201.1103, that the Division of Enforcement has submitted to the Commission a proposed distribution plan ("Plan") for the distribution of monies placed in a Disgorgement Fund pursuant to the Commission's Corrected Order Instituting Administrative and Cease-and-Desist Proceedings, Making Findings, and Imposing Remedial Sanctions Pursuant to Section 8A of the Securities Act of 1933 and Section 203(e) of the Investment Advisers Act of 1940 (Rel. Nos. SA-8866 and IA-2680), dated December 3, 2007 ("Order"), in the above captioned matter.

On December 3, 2007, the Commission issued the Order against Founding Partners Capital Management Company ("Founding Partners") and William Gunlicks which, in part, authorized the establishment of a Disgorgement Fund. This Disgorgement Fund is comprised of disgorgement and prejudgment interest paid by Founding Partners, for distribution to limited partners of Stable-Value, L.P., in accordance with the Distribution Plan (the "Eligible Limited Partner(s)").

OPPORTUNITY FOR COMMENT

Pursuant to this Notice, all interested parties are advised that they may print a copy of the proposed Plan from the Commission's public website [http://www.sec.gov]. Interested parties may also obtain a written copy of the proposed Plan by submitting a written request to Eric R. Busto, United States Securities and Exchange Commission, 801 Brickell Ave., Suite 1800, Miami, Florida 33131. All persons who desire to comment on the Distribution Plan may submit their comments, in writing no later than April 2, 2008:

1. to the Office of the Secretary, United States Securities and Exchange Commission, 100 F Street, N.E., Washington, D.C. 20549-1090;
    
2. by using the Commission's Internet comment form (www.sec.gov/litigation/admin.shtml); or
    
3. by sending an e-mail to rule-comments@sec.gov.

Comments submitted by e-mail or via the Commission's website should include the Administrative Proceeding File Number (3-12896) in the subject line. Comments received will be publicly available. Persons should submit only information that they wish to make publicly available.

DISTRIBUTION PLAN

The proposed Plan provides for distribution of the disgorgement and prejudgment interest paid by Founding Partners in connection with the December 3, 2007 Order. Under the Plan, funds will be distributed to limited partners of Stable-Value, L.P. whose capital accounts were reduced by the undisclosed fee from March 2001 through May 2002 as the Commission found in the Order (the "Eligible Limited Partner(s)"). Eligible Limited Partners will not need to go through a claims process, rather they will be determined from Stable Value's records. The Eligible Limited Partners will not be required to make claims or submit documentation to establish their eligibility. Each Eligible Limited Partner's distribution amount will be determined in accordance with the proposed Plan.

For the Commission, by its Secretary, pursuant to delegated authority.

See also Proposed Distribution Plan

http://www.sec.gov/litigation/admin/2008/34-57423.htm