==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 15092 / September 30, 1996 SECURITIES AND EXCHANGE COMMISSION v. SEABOARD INVESTMENT ADVISERS, INC., AND EUGENE W. HANSEN (United States District Court for the Eastern District of Virginia, Norfolk Division, Civil Action No. 2:96-CV-950) On September 30, 1996, the Securities and Exchange Commission ("Commission") filed a complaint in the U.S. District Court for the Eastern District of Virginia against Seaboard Investment Advisers, Inc. ("Seaboard"), and Eugene W. Hansen ("Hansen"), Seaboard's chief executive officer and controlling shareholder. In the complaint, the Commission seeks a permanent injunction and civil penalties against the defendants for violations of the antifraud provisions of the Investment Advisers Act of 1940 ("Advisers Act"). In addition, the Commission seeks a court order to enforce compliance with an Order Making Findings and Imposing Remedial Sanctions and Cease-and-Desist Order entered by the Commission in August 1994. As part of this relief, the Commission requests additional civil penalties pursuant to Section 209(e)(4), the Special Provision Relating to a Violation of a Cease-and-Desist Order. According to the Commission's complaint, from January 1995 through July 1995, Seaboard, aided and abetted by Hansen, engaged in a scheme to defraud Seaboard's investment advisory clients by sending them false and misleading advertisements. These advertisements, which were in the form of letters that reviewed each client's investment portfolio, falsely represented that Seaboard's accounts had outperformed various well-known market indices, including the Lipper Analytical Services, Standard & Poors 500 and Lehman Brothers Government/Corporate Bond indices. At the time that this conduct occurred, both Seaboard and Hansen were subject to a prior administrative order entered by the Commission on August 3, 1994, less than six months prior to the conduct at issue. In accordance with the terms of that order, Seaboard and Hansen were required, among other things, to cease and desist from committing or causing any future violations of certain antifraud provisions of the Advisers Act. The complaint alleges that, by engaging in the present conduct, Seaboard and Hansen have violated the terms of the Commission's order as well as other antifraud provisions of the Advisers Act. The complaint further alleges that, in accomplishing the scheme, Hansen deliberately circumvented Seaboard's internal procedures regarding the use of advertisements. These procedures, which were implemented pursuant to certain requirements of the August 3, 1994 administrative order, were designed to prevent the dissemination of false and misleading advertisements. Among other things, the procedures required that ==========================================START OF PAGE 2====== all advertising materials be reviewed and approved by Seaboard's Vice President of Compliance. The complaint charges Seaboard with committing, and Hansen with aiding and abetting, violations of Sections 206(1), 206(2) and 206(4) of the Advisers Act and Rule 206(4)-1(a)(5), thereunder. The complaint also charges the defendants with violating the terms of the August 3, 1994 administrative order. The prior administrative order contained findings that Seaboard and Hansen had violated the antifraud provisions of the Advisers Act by publishing, circulating and distributing advertisements, which contained false and misleading performance figures for the period from 1984 though 1991. The Order also contained findings that Seaboard had falsely advertised that its performance results were audited, and had violated certain recordkeeping requirements of the Advisers Act. Seaboard and Hansen consented to issuance of the prior Commission order without admitting or denying the findings. In addition, Seaboard agreed to pay $1 million in civil penalties. In the Matter of Seaboard Investment Advisers, Inc., Eugene W. Hansen and Stewart M. Powers, Jr. Investment Advisers Act Rel. No. 1431.