UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 45588 / March 18, 2002

ACCOUNTING AND AUDITING ENFORCEMENT
Release No. 1524 / March 18, 2002

ADMINISTRATIVE PROCEEDING
File No. 3-10727

In the Matter of ELAINE A. DECKER, CPA, Respondent

: : : : : : :

ORDER INSTITUTING PROCEEDINGS PURSUANT TO RULE 102(e) OF THE COMMISSION'S RULES OF PRACTICE, MAKING FINDINGS AND IMPOSING REMEDIAL SANCTIONS

I.

The Securities and Exchange Commission (the "Commission") deems it appropriate and in the public interest to institute public administrative proceedings against Elaine A. Decker ("Decker"), a certified public accountant, pursuant to Rule 102(e)(3)(i)(A) of the Commission's Rules of Practice. Accordingly, IT IS HEREBY ORDERED that said proceedings be, and hereby are, instituted.

II.

In anticipation of the institution of these proceedings, Decker has submitted an Offer of Settlement ("Offer"), which the Commission has determined to accept. Solely for the purposes of these proceedings and any other proceedings brought by or on behalf of the Commission, or in which the Commission is a party, and without admitting or denying the findings contained herein (except that Decker admits the jurisdiction of the Commission over her and over the subject matter of these proceedings and that a final judgment of permanent injunction has been entered against her) Decker consents to the entry of this Order Instituting Proceedings Pursuant to Rule 102(e) of the Commission's Rules of Practice Making Findings and Imposing Remedial Sanctions ("Order").

III.

On the basis of this Order and Decker's Offer, the Commission finds that:

Decker, 36, a certified public accountant who was duly licensed by the state of Georgia at all relevant times, was a defendant in Securities and Exchange Commission v. Timothy Heyerdahl, et. al., Civ. No. C-01-3651 MMC, in the United States District Court for the Northern District of California. Decker, former director of contract accounting and contract development and administration for McKesson HBOC Inc. ("McKesson HBOC" or the "Company"), resides in Georgia.

On October 2, 2001, the United States District Court for the Northern District of California: (1) permanently enjoined Decker from future violations of Section 17(a) of the Securities Act of 1933 ("Securities Act"), Sections 10(b), 13(a), 13(b)(2)(A), 13(b)(2)(B) and 13(b)(5) of the Securities Exchange Act of 1934 ("Exchange Act"), and Rules 10b-5, 12b-20, 13a-13 and 13b2-1 thereunder; and (2) ordered Decker to pay civil money penalties pursuant to Section 21A of the Exchange Act. Decker consented, without admitting or denying the allegations contained in the Commission's complaint (except as to jurisdiction, which she admitted), to the issuance of the order of permanent injunction and to the entry of final judgment thereon.

The Commission's complaint in the above action alleged, in part, that Decker: (1) contributed to the compilation of false and misleading financial statements during and for the quarters ending June 30, 1998 and September 30, 1998 as incorporated in McKesson HBOC's quarterly reports on Form 10-Q that were not prepared in accordance with Generally Accepted Accounting Principles and that materially overstated McKesson HBOC's product revenue; (2) caused McKesson HBOC's books and records to be falsified and circumvented its internal accounting controls; and (3) failed to disclose information in response to questions by McKesson HBOC's independent auditors that would have revealed certain of the company's fraudulent revenue recognition practices.

IV.

Based on the foregoing, the Commission deems it appropriate and in the public interest to impose the sanction consented to by Decker in her Offer.

Accordingly, IT IS HEREBY ORDERED that, effective immediately:

1. Decker is suspended from the privilege of appearing or practicing before the Commission as an accountant pursuant to SEC Rule of Practice 102(e)(3)(i)(A) [17 C.F.R. Section 201.102(e)].

2. After three years from the date of this order, Decker may request that the Commission consider her reinstatement by submitting an application (attention: Office of the Chief Accountant) to resume appearing or practicing before the Commission as:

   1. a preparer or reviewer, or a person responsible for the preparation or review, of any public company's financial statements that are filed with the Commission. Such an application must satisfy the Commission that Decker's work in her practice before the Commission will be reviewed either by the independent audit committee of the public company for which she works or in some other acceptable manner, as long as she practices before the Commission in this capacity; and/or

   2. an independent accountant. Such an application must satisfy the Commission that:

      1. Decker, or the firm with which she is associated, is a member of the SEC Practice Section of the American Institute of Certified Public Accountants Division for CPA Firms ("SEC Practice Section");

      2. Decker, or the firm, has received an unqualified report relating to hers, or the firm's, most recent peer review conducted in accordance with the guidelines adopted by the SEC Practice Section; and

      3. As long as Decker appears or practices before the Commission as an independent accountant she will remain either a member of the SEC Practice Section or associated with a member firm of the SEC Practice Section, and will comply with all applicable SEC Practice Section requirements, including all requirements for periodic peer reviews, concurring partner reviews, and continuing professional education.

3. The Commission's review of an application by Decker to resume appearing or practicing before the Commission may include consideration of, in addition to the matters referenced above, any other matters relating to Decker's character, integrity, professional conduct, or qualifications to appear or practice before the Commission.

By the Commission.

Jonathan G. Katz
Secretary

http://www.sec.gov/litigation/admin/34-45588.htm