SEC News Digest

COMMISSION ANNOUNCEMENTS

SEC Chairman Cox to Convene Meeting of International Regulators

Agenda Includes Short Selling, Derivatives Regulation

On November 20, Chairman Christopher Cox announced that he will convene a meeting of the International Organization of Securities Commissions (IOSCO) Technical Committee on Monday, November 24, by teleconference to discuss urgent regulatory issues in the ongoing credit crisis.

"In addressing turbulent market conditions, it is essential not only that regulators act against securities law violations, including abusive short selling, but also that there be close coordination among international markets to avoid regulatory gaps and unintended consequences," said Chairman Cox. "This high-level coordination among international regulators will allow us to review the steps we have taken thus far and ensure that our ongoing and future actions are effective and mutually reinforcing."

The Technical Committee meeting will consider:

• Short Selling - Consider the effectiveness of recent regulatory responses in reducing manipulative short selling without stifling legitimate short selling activity, and explore possible coordination on rules relating to naked short sales, in particular with regard to position reporting and delivery and pre-borrowing requirements.
• Under-Regulated or Unregulated Products - Develop disclosure principles to promote transparency in OTC markets for derivatives and other financial instruments which will contribute to enhanced investor protection and mitigating systemic risk.

The meeting also will focus on:

• Credit Rating Agencies - Assess members' progress in adopting rules based on IOSCO's revised Code of Conduct, and accelerate work on developing a common examination module.
• International Accounting Standards - Ensure that the process of developing international accounting standards continues to take account of the interests of investors.

(Press Rel. 2008-278)

ENFORCEMENT PROCEEDINGS

In the Matter of Euro Capital Incorporated

On November 20, the Commission issued an Order Vacating Temporary Suspension pursuant to its acceptance of Euro Capital Incorporated's (Euro Capital) Offer of Settlement in this proceeding. Previously, on Jan. 4, 2008, the Commission instituted proceedings temporarily suspending Euro Capital's Regulation A exemption pursuant to Rule 258 of the General Rules and Regulations under the Securities Act of 1933 (Temporary Suspension). On Aug. 26, 2008, an Order Making Findings Staying Proceedings, Specifying Procedures and Delegating Authority was issued, wherein, pursuant to Euro Capital's offer of settlement, the Commission issued an order requiring Euro Capital to comply with its undertaking to file a written request to withdraw its Dec. 17, 2007 offering statement, and providing that, if it fulfilled the terms of its undertaking, the Commission would enter an order vacating the temporary suspension of Euro Capital's Regulation A exemption.

Euro Capital has met the undertaking and the Division of Corporation Finance accepted Euro Capital's withdrawal request. Therefore, the Commission issued an order Vacating the Temporary Suspension and dismissing this proceeding without prejudice. (Rel. 33-8983; File No. 3-12925)

Commission Revokes Registration of Securities of Paragon Financial Corp. (n/k/a NewMarket Latin America, Inc.) for Failure to Make Required Periodic Filings

On November 21, the Commission revoked the registration of each class of registered securities of Paragon Financial Corp. (n/k/a NewMarket Latin America, Inc.) (Paragon) for failure to make required periodic filings with the Commission.

Without admitting or denying the findings in the Order, except as to jurisdiction, which it admitted, Paragon consented to the entry of an Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 as to Paragon Financial Corp. (n/k/a NewMarket Latin America, Inc. finding that it had failed to comply with Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 13a-1 and 13a-13 thereunder and revoking the registration of each class of Paragon's securities pursuant to Section 12(j) of the Exchange Act. This order settled the charges brought against Paragon Financial Corp. (n/k/a NewMarket Latin America, Inc.) In the Matter of Pacific Coast Apparel Co., Inc., et al., Administrative Proceeding File No. 3-13135.

Brokers and dealers should be alert to the fact that Exchange Act Section 12(j) provides, in pertinent part, as follows:

No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked . . . .

For further information see Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934, In the Matter of Pacific Coast Apparel Co., Inc., et al., Administrative Proceeding File No. 3-13135, Exchange Act Release No. 58372 Aug. 18, 2008. (Rel. 34-58991; File No. 3-13135)

Commission Sanctions Brendan E. Murray for Aiding and Abetting Antifraud Violations and for Conversion

The Commission has found that Brendan E. Murray, formerly a managing director of registered investment advisor Cornerstone Equity Advisers, Inc. (Cornerstone) and secretary to Cornerstone's advisory clients the Cornerstone Funds, Inc. (Funds), willfully aided and abetted and was a cause of Cornerstone's violations of antifraud provisions of the Investment Advisers Act of 1940. Cornerstone, a fiduciary to the Funds, misappropriated client funds by knowingly inflating and falsifying vendor invoices, directing the payments of the inflated amounts to an intermediary, and instructing the intermediary to pay the vendors lesser amounts (or nothing) while keeping the overage. The Commission found that Murray participated in the scheme by creating, submitting, and authorizing payment of the inflated invoices. The Commission also found that Murray, who as secretary owed a fiduciary duty to the Funds, converted corporate funds by knowingly submitting inflated invoices for reimbursement. The Commission concluded that it is in the public interest to bar Murray from associating with any investment adviser or investment company, to impose a cease-and-desist order, to impose a civil money penalty in the amount of $60,000, and to order disgorgement in the amount of $21,157 plus prejudgment interest. (Rel. IA-2809; IC-28519; File No. 3-12436)

SELF-REGULATORY ORGANIZATIONS

Immediate Effectiveness of Proposed Rule Changes

A proposed rule change filed by The NASDAQ Stock Market regarding a clerical change to Nasdaq rules (SR-NASDAQ-2008-087) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58974)

A proposed rule change filed by New York Stock Exchange (SR-NYSE-2008-121) to establish fees for transactions in stocks with a price of less than $1.00 per share has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58975)

A proposed rule change filed by the Chicago Board Options Exchange (SR-CBOE-2008-116) amending its rules relating to an expansion of the SPX trading crowd has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58978)

The Commission issued a notice of immediate effectiveness of a proposed rule change (SR-CBOE-2008-61) filed by the Chicago Board Options Exchange to clarify that written confirmations relating to options transactions do not need to specify the exchange or exchanges on which an option contract is executed. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58980)

Approval of Proposed Rule Change

The Commission granted approval of a proposed rule change (SR-OCC-2008-09) filed by The Options Clearing Corporation under Section 19(b)(1) of the Exchange Act relating to eligible margin assets. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58977)

Proposed Rule Change

The New York Stock Exchange filed a proposed rule change (SR-NYSE-2008-116) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to amend Rule 411(b) concerning certain odd-lot order handling requirements, rescind NYSE Information Memorandum 94-14 and issue a new Information Memo that provides comprehensive and updated interpretive guidance on, and application of, current NYSE odd-lot trading practices and rules. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58979)

Accelerated Approval of Proposed Rule Changes

The Commission approved on an accelerated basis proposed rule changes (SR-OCC-2008-18 and SR-NSCC-2008-09) filed by The Options Clearing Corporation and the National Securities Clearing Corporation under Section 19(b)(1) of the Exchange Act relating to Amendment No. 2 to the Third Amended and Restated Options Exercise Settlement Agreement. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58988)

JOINT INDUSTRY PLANS

Immediate Effectiveness of Proposed Amendment to the Plan for Reporting of Consolidated Options Last Sale Reports and Quotation Information

The Options Price Reporting Authority filed a notice of immediate effectiveness of a proposed amendment pursuant to Section 11A of the Securities Exchange Act of 1934 and Rule 608 thereunder (SR-OPRA-2008-04) to OPRA's Policies with Respect to Device-Based Fees. Publication is expected in the Federal Register during the week of November 24. (Rel. 34-58973)

SECURITIES ACT REGISTRATIONS

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RECENT 8K FILINGS

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http://www.sec.gov/news/digest/2008/dig112108.htm