UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES ACT OF 1933

Release No. 8643 / December 13, 2005

SECURITIES EXCHANGE ACT OF 1934

Release No. 52945 / December 13, 2005

INVESTMENT ADVISERS ACT OF 1940

Release No. 2460 / December 13, 2005

Administrative Proceeding

File No. 3-11246

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**In the Matter of :**

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**Freedom Financial, Inc. :**

**Freedom Track, Inc. :**

**Freedom Financial Group, Inc. :**

**Associated Investment Management, Inc. :**

**Jon Patrick Pierce :**

**Gary L. Winn, :**

**:**

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**Respondents. :**

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NOTICE OF PROPOSED PLAN OF DISGORGEMENT DISTRIBUTION AND OPPORTUNITY FOR
COMMENT BY NON-PARTIES

Notice is hereby given, pursuant to Rule 1103 of the Rules of Practice
of the Securities and Exchange Commission (the "Commission"), 17 C.F.R.
§ 201.1103, that the Division of Enforcement has filed its proposed
[Plan of Disgorgement Distribution](../33-8643distribution.doc)
(\"Distribution Plan\") in the above matter with the Commission.

[OPPORTUNITY TO COMMENT]{.underline}

Pursuant to this Notice, all interested parties are advised that the
Distribution Plan may be obtained by going to \[URL\] or by submitting a
written request to Julie K. Lutz, United States Securities and Exchange
Commission, 1801 California Street, Suite 1500, Denver, CO 80202.
Further, all persons desiring to comment on the Distribution Plan may
submit their views, in writing, no later than January 12, 2006:

1.  to the Office of the Secretary, United States Securities and
    Exchange Commission, 450 Fifth Street, N.W., Washington, D.C.
    20549-9303;

2.  by using the Commission's Internet comment form
    (<http://www.sec.gov/rules/other.shtml>); or

3.  by sending an e-mail to <rule-comments@sec.gov>. Please include File
    Number 3‑11246 on the subject line.

[THE PROPOSED PLAN OF DISGORGEMENT DISTRIBUTION]{.underline}

On May 20, 2004, the Commission ordered Respondent Associated Investment
Management, Inc. ("AIM"), pursuant to Section 21C of the Securities
Exchange Act of 1934 ("Exchange Act") and Section 203(k) of the
Investment Advisers Act of 1940 ("Advisers Act"), to cease and desist
from committing or causing any violations and any future violations of
Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, and
Sections 206(1), (2) and (4) and 207 of the Advisers Act and Rule
206(4)-1(a)(5) thereunder. The Commission further ordered that AIM pay
disgorgement of \$150,000 plus prejudgment interest, but that payment of
all but \$26,223 of such amount be waived based upon AIM's sworn
representations in its Statement of Financial Condition and other
documents submitted to the Commission. The Commission further ordered
that such disgorgement be distributed pursuant to Section 308(a) of the
Sarbanes-Oxley Act of 2002 ("Fair Fund distribution"). The Commission
further ordered that, within sixty days of the payment of disgorgement
proceeds by AIM, the Division submit a plan of distribution in
accordance with Rule 1101 et seq. of the Commission's Rules of Practice.

On March 2, 2005, AIM paid the disgorgement proceeds to the Office of
Financial Management, Securities and Exchange Commission, Operations
Center, 6432 General Green Way, Stop 0-3, Alexandria, VA 22312. The
Division of Enforcement ("Division") submits the following Plan of
Disgorgement Distribution ("Distribution Plan") pursuant to Rule 1101 of
the Commission's Rules of Practice, 17 C.F.R. § 201.1101. The
Distribution Plan generally provides for distribution of the
disgorgement proceeds to investors in AIM who contributed funds toward
the purchase of an insurance policy for AIM's Insured Risk Program, who
have not previously been reimbursed for such contribution by AIM. These
funds, which were previously held in a segregated account by AIM,
constitute the assets which are being disgorged by AIM.

A Commission employee will act as administrator of the plan and will not
receive any compensation other than her regular salary.

For the Commission, by its Secretary, pursuant to delegated authority.

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Jonathan G. Katz

Secretary