==========================================START OF PAGE 1====== U.S. Securities and Exchange Commission Litigation Release No 15247 / February 6, 1997. Securities and Exchange Commission v. Ronald J. Mitchellette and Robert Hardy, (U.S.D.C, S.D. Fla., Civil Action No. 97-8064-CIV-HURLEY, Complaint filed January 30, 1997) The Securities and Exchange Commission announced that on January 30, 1997, it filed a complaint in the United States District Court for the Southern District of Florida against Ronald J. Mitchellette ("Mitchellette"), age 60, formerly of Palm Beach, Florida, and Robert Hardy ("Hardy"), age 63, of Palm Beach, Florida. Mitchellette was the former CEO and chairman of the board of Carlisle-Asher Management Company ("CAMC"), a now defunct investment advisory firm which operated from Palm Beach, Florida during 1992 and 1993. Hardy, during 1993, served as CAMC s president, chief operating officer and a director. In its complaint the Commission alleges that, in connection with a private offering of debt securities by CAMC, Mitchellette and Hardy, by jointly preparing and using a fraudulent offering document, engaged in securities fraud. The Commission further alleges that the defendants fraud caused approximately $1 million in losses to investors. According to the Commission s complaint, CAMC's offering document was false and misleading, containing material misrepresentations and omissions consisting of the following: 1) The inflation of the value of CAMC's advisory portfolio--an exaggeration calculated to attribute to CAMC an unrealistic fee-generating capacity. It was represented that CAMC managed more than $140 million when, in fact, the firm managed approximately $5 million; 2) The false characterization of the status of negotiations for the acquisition by CAMC of another advisory company with $45 million under management. It was represented that CAMC had entered into a purchase agreement with a firm closing date when, in fact, the two parties were involved in only preliminary discussions; 3) The inclusion of misleading financial statements which materially overstated CAMC's net worth by at least $298,000; 4) The misrepresentation of the brokerage commission paid in connection with sales of CAMC's securities as 8% when, in fact, the commission was 12%; and 5) The fraudulent concealment from CAMC's investors that two of the firm's officers and/or directors had resigned. In its complaint the Commission further alleges that Mitchellette misappropriated more than $258,000 of CAMC's offering proceeds to purchase, through an elaborate scheme, newly issued shares of common stock of a Palm Beach, Florida holding company, Governors Bank Corp. In the complaint it is alleged that Mitchellette utilized a nominee company to carry out this portion of the scheme. The Commission alleges that the defendants preparation and use of the fraudulent offering document, together with Mitchellette s misappropriation of offering proceeds, was in violation of Section 17(a) of the Securities Act of 1933 ( Securities Act ), as well as Section 10(b) of the Securities Exchange Act of 1934 ( Exchange Act ) and Rule 10b-5 thereunder. The Commission seeks in its lawsuit permanent injunctions against Mitchellette and Hardy, disgorgement of their ill-gotten profits and monetary penalties.