UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Release No. 49039 / January 8, 2004

Admin. Proc. File No. 3-11371

I.

The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that public administrative proceedings be and hereby are instituted against Respondent Michael L. Labertew ("Respondent" or "Labertew") pursuant to Rule 102(e)(3) of the Commission's Rules of Practice.¹

II.

In anticipation of the institution of these proceedings, Labertew has submitted an Offer of Settlement (the "Offer"), which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission's jurisdiction over him and over the subject matter of these proceedings, and the findings contained in Section III. B., below, which are admitted, Labertew consents to the entry of this Order Instituting Public Administrative Proceedings Pursuant to Rule 102(e) of the Commission's Rules of Practice, Making Findings, and Imposing Remedial Sanctions ("Order"), as set forth below.

III.

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

A. At all relevant times, Labertew, age 39, was a resident of Salt Lake City, Utah, where he was licensed to practice as an attorney.

B. On December 30, 2003, a final judgment was entered against Labertew, permanently enjoining him from future violations of Sections 5(a) and 5(c) of the Securities Act of 1933 ("Securities Act") in the civil action entitled Securities and Exchange Commission v. Rocky Mountain Energy Corporation et. al, case number H-03-CV-1133 in the United States District Court for the Southern District of Texas. Labertew was also ordered to pay disgorgement of $62,088, prejudgment interest of $2,525, post-judgment interest at the statutory rate, and a civil money penalty of $25,000.

C. The Commission's complaint alleges that, from July 2002 to April 2003, Rocky Mountain Energy Corporation ("Rocky Mountain") issued over 47 million shares of common stock, or approximately 60% of its outstanding shares, in four unregistered offerings. The shares were purportedly issued in exchange for the outstanding stock of four private companies in reliance on the exemption from registration found in Section 3(a)(10) of the Securities Act.² In fact, according to the complaint, the vast majority of the shares issued in these offerings were not issued to acquire the four companies; rather, they were issued and sold to raise capital for Rocky Mountain and for the personal benefit of its CEO. Accordingly, the four offerings did not qualify for the Section 3(a)(10) exemption, or any other exemption from registration. For each offering, the complaint alleges that Labertew prepared and filed a petition on behalf of Rocky Mountain with a Utah state court seeking an order approving the purported exchange offer transaction. After obtaining the court's approval of each offering, Labertew prepared a legal opinion letter to Rocky Mountain's transfer agent. In addition, the complaint alleges that Labertew received a total of 410,220 Rocky Mountain shares issued in the four offerings, which he sold into the market for $62,088.

IV.

In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanction agreed to in Labertew's Offer.

Accordingly, it is hereby ORDERED, effective immediately, that Labertew is suspended from appearing or practicing before the Commission as an attorney.

By the Commission.

Endnotes

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¹ Rule 102(e)(3)(i) provides, in relevant part, that:

The Commission, with due regard to the public interest and without preliminary hearing, may, by order, . . . suspend from appearing or practicing before it any attorney . . . who has been by name . . . permanently enjoined by any court of competent jurisdiction, by reason of his or her misconduct in an action brought by the Commission, from violating or aiding and abetting the violation of any provision of the Federal securities laws or of the rules and regulations thereunder.

² Section 3(a)(10) provides an exemption from registration for offers and sales of securities in certain exchange transactions such as when securities are exchanged for other securities, claims, or property interests. Before an issuer can rely on the exemption, certain conditions must be met, including approval by a court or authorized governmental entity that the terms and condition of the exchange are fair.

http://www.sec.gov/litigation/admin/34-49039.htm