-------------------- BEGINNING OF PAGE #1 ------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. Litigation Release No. 14779 / January 16, 1996 SECURITIES AND EXCHANGE COMMISSION V. CHARLES BRUMFIELD, JOSEPH BRUMFIELD, ROBERT ALLEN, WILLIAM MYLETT, JOSEPH PENNA, JOSEPH CUSIMANO, ALFRED VOLPE, JAMES GALANTE, THOMAS ALGER, JOHN O'BRIEN, LAWRENCE FRIEDMAN, ROBERT FLANAGAN, THOMAS FLANAGAN, SHARON SEIDEN, WARREN SMITH, JOHN LYNCH, AND ALBERT BRODY, United States District Court for the Southern District of New York, Civ. Action No. 95-9283 (JES). On January 3, 1996, the United States District Court for the Southern District of New York entered Final Judgments of Permanent Injunction and Other Equitable Relief against Lawrence Friedman and James Galante for violations of the federal securities laws in connection with their respective trading in two AT&T acquisition targets -- Digital Microwave Corporation and Teradata Corporation. Without admitting or denying the allegations in the Complaint, filed on October 31, 1995, Friedman and Galante consented to the entry of an injunction, disgorgement of their profits of $19,304.00 and $2,934.24, respectively, plus prejudgment interest, and a one time penalty of $18,831.79 and $2,065.24, respectively. The Commission's Complaint alleges that on or about March 1991, Charles Brumfield, at the time a Vice President in AT&T's Human Resources Department, learned material, non-public information about AT&T's plans to acquire Digital Microwave. Brumfield, in breach of the duty he owed AT&T, told Thomas Alger (his close friend and subordinate at AT&T) and Joseph Cusimano (Brumfield's friend) about AT&T's acquisition plans for Digital. Alger, in breach of the duty he owed AT&T, in turn, told his friend Friedman about AT&T's acquisition plans, and Friedman, while in possession of this information, purchased Digital stock. Cusimano told his friend Alfred Volpe about AT&T's acquisition plans, and Volpe told his friend Galante who purchased Digital stock while in possession of this information. In or about the first week of April 1991, after Brumfield learned that AT&T had abandoned its planned acquisition of Digital, Brumfield told Alger and Cusimano that AT&T had abandoned its acquisition plans for Digital. Alger told Friedman to sell the Digital stock. Cusimano told Volpe that AT&T had abandoned its acquisition plans for Digital and Volpe, in turn, gave this information to Galante. Friedman realized a profit of approximately $472 from trading in Digital Microwave securities, and made payments from his profits to Alger. Galante realized a profit of approximately $869 from trading in Digital Microwave securities. The Commission's Complaint also alleges that in November 1991, Brumfield learned material, non-public information about AT&T's plans to acquire Teradata through AT&T's wholly owned subsidiary NCR. Brumfield told Alger and Cusimano, among others, of AT&T's acquisition plans. Alger, in turn, told Friedman about AT&T's acquisition plans and made arrangements for Friedman to buy Teradata securities for Alger's benefit. Cusimano told Volpe about AT&T's acquisition plans and Volpe told Galante who purchased Teradata securities. After the December 2, 1991 public announcement that Teradata and AT&T's wholly owned subsidiary, NCR, had agreed to merge, Friedman sold his Teradata calls for a profit of approximately $18,831, and made cash payments to Alger out of these profits. Galante sold his Teradata calls for a profit of approximately $2,065. -------------------- BEGINNING OF PAGE #2 ------------------- Litigation with respect to the remaining defendants is continuing.