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U.S. Securities and Exchange Commission

SEC News Digest

Issue 2010-162
August 27, 2010

COMMISSION ANNOUNCEMENTS

Change in the Meeting: Additional Item

The following matter will also be considered during the Closed Meeting scheduled for Thursday, Sept. 2, 2010, at 2:00 p.m.: Consideration of Amicus participation.

At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 551-5400.


ENFORCEMENT PROCEEDINGS

In the Matter of Stephen D. Chanslor (CPA)

On Aug. 26, 2010, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Rule 102(e) of the Commission's Rules of Practice, Making Findings, and Imposing Remedial Sanctions (Order) against Stephen D. Chanslor (CPA). The Order finds that in June 2009, the Commission filed a complaint against Chanslor in SEC v. Geotec, Inc., et al. (Civil Action No. 09-CV-80986). On July 28, 2010, the Court entered an order permanently enjoining Chanslor, by consent, from future violations of Sections 10(b) and 13(b)(5) of the Exchange Act and Rules 10b-5, 13a-14 and 13b2-1 thereunder, and aiding and abetting violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder. The Court also imposed an officer-and-director bar and a civil penalty of $25,000 against Chanslor.

The Commission's complaint alleged, among other things, that Chanslor engaged in a fraudulent scheme which resulted in Geotec, Inc., whose common stock was registered with the Commission and quoted in the Pink Sheets operated by Pink OTC Markets Inc., falsely reporting in its Commission filings that it had acquired millions of tons of coal. Chanslor signed Geotec's Form 10-QSB for the quarter ended March 31, 2005 and Form 10-QSB for the quarter ended June 30, 2005. In both filings, Geotec falsely represented it had acquired 3.7 million tons of coal and a permit had been obtained for the coal, and improperly recorded the coal as an $18.9 million asset. Geotec omitted to disclose that the coal was under a state receivership, rendering its claimed ownership tenuous at best, and Chanslor signed these filings, knowing they falsely stated there was a permit.

Based on the above, the Order suspended Chanslor from appearing or practicing before the Commission as an accountant, with the right to reapply after three years. Chanslor consented to the issuance of the Order without admitting or denying any of the findings except that he admitted the entry of the injunction. (Rel. 34-62773; AAE Rel. 3176; File No. 3-14025)


Commission Revokes Registration of Securities of Hampton Consulting Corp. for Failure to Make Required Periodic Filings

On Aug. 27, 2010, the Commission revoked the registration of each class of registered securities of Hampton Consulting Corp. (HCNP) 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, HCNP 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 Hampton Consulting Corp. 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 HCNP's securities pursuant to Section 12(j) of the Exchange Act. This Order settled the charges brought against HCNP in In the Matter of Atchison Casting Corp. (n/k/a Bradken-Atchison/St. Joseph, Inc.), et al., Administrative Proceeding File No. 3-14005.

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 Atchison Casting Corp. (n/k/a Bradken-Atchison/St. Joseph, Inc.), et al., Administrative Proceeding File No. 3-14005, Exchange Act Release No. 62698 (Aug. 12, 2010). (Rel. 34-62778; File No. 3-14005)


Commission Revokes Registration of Securities of Phlo Corp. for Failure to Make Required Periodic Filings

On Aug. 27, 2010, the Commission revoked the registration of each class of registered securities of Phlo Corp. (PHCP) 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, PHCP 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 Phlo Corp. 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 PHCP's securities pursuant to Section 12(j) of the Exchange Act. This Order settled the charges brought against PHCP in In the Matter of Geotec, Inc., et al., Administrative Proceeding File No. 3-13999.

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 Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934, In the Matter of Geotec, Inc., et al., Administrative Proceeding File No. 3-13999, Exchange Act Release No. 62676 (Aug. 10, 2010). (Rel. 34-62779A; File No. 3-13999)


Commission Revokes Registration of Securities of Geotec, Inc. for Failure to Make Required Periodic Filings

On Aug. 27, 2010, the Commission revoked the registration of each class of registered securities of Geotec, Inc. (GETC) 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, GETC 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 Geotec, 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 GETC's securities pursuant to Section 12(j) of the Exchange Act. This Order settled the charges brought against GETC in In the Matter of Geotec, Inc., et al., Administrative Proceeding File No. 3-13999.

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 Geotec, Inc., et al., Administrative Proceeding File No. 3-13999, Exchange Act Release No. 62676 (Aug. 10, 2010). (Rel. 34-62780; File No. 3-13999)


Commission Revokes Registration of Securities of Aquacell Water, Inc. (n/k/a Believing Today, Inc.) for Failure to Make Required Periodic Filings

On Aug. 27, 2010, the Commission revoked the registration of each class of registered securities of Aquacell Water, Inc. (n/k/a Believing Today, Inc.) (Believing Today) 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, Believing Today 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 Aquacell Water, Inc. (n/k/a Believing Today, 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 Believing Today's securities pursuant to Section 12(j) of the Exchange Act. This order settled the proceedings brought against Believing Today in In the Matter of Applied Nanoscience, Inc., et al., Administrative Proceeding File No. 3-13943.

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 Applied Nanoscience, Inc., et al., Administrative Proceeding File No. 3-13943, Exchange Act Release No. 62309, June 17, 2010. (Rel. 34-62781; File No. 3-13943)


INVESTMENT COMPANY ACT RELEASES

The Integrity Funds, et al.

A notice has been issued giving interested persons until Sept. 20, 2010 to request a hearing on an application filed by The Integrity Funds, et al., for an order exempting applicants from Section 15(a) of the Investment Company Act and Rule 18f-2 under the Act. The order would permit the applicants to enter into and materially amend subadvisory agreements without shareholder approval. (Rel. IC-29399 - August 25)


SECURITIES ACT REGISTRATIONS


RECENT 8K FILINGS

 

http://www.sec.gov/news/digest/2010/dig082710.htm


Modified: 08/27/2010