UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

ADMINISTRATIVE PROCEEDING

File No. 3-15429

In the Matter of

North East Capital, LLC 

and Anthony T. Vicidomine,

Respondents.

PROPOSED AMENDED PLAN OF DISTRIBUTION

1. Purpose and Background. This Proposed Amended Plan of Distribution (the 

“Plan”) has been developed pursuant to Rule 1101 of the Commission’s Rules on Fair Fund and 

Disgorgement Plans (“Rules”), 17 C.F.R. § 201.1101. The Plan proposes a distribution of the 

funds collected from North East Capital, LLC (“North East Capital”) and Anthony T. 

Vicidomine (“Vicidomine”) (collectively, “Respondents”) to investors in North East Capital

Fund LP (“North East Fund”), a pooled investment vehicle founded and managed by 

Respondents. 

On August 16, 2013, the Commission issued an Order Instituting Administrative and 

Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, Section 21C 

of the Securities Exchange Act of 1934, Sections 203(f) and 203(k) of the Investment Advisers 

Act of 1940, and Section 9(b) of the Investment Company Act of 1940, Making Findings, and 

Imposing Remedial Sanctions and a Cease-and-Desist Order (“Order”) against Respondents 

(Securities Act Rel. No. 9442 (Aug. 16, 2013)). The Order found that Vicidomine was the 

founder and sole principal of North East Capital, an unregistered investment adviser and general 

partner of the North East Fund. The Order further found, among other things, that from 

November 2011 through March 2012, Vicidomine misappropriated $189,415 of the North East 

Fund’s assets in the form of unearned “incentive fees.” 

The Order requires Respondents to cease and desist from committing or causing directly 

or indirectly any violations and any future violations of Sections 5 and 17(a) of the Securities Act 

of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and 

Sections 206(1), 206(2), and 206(4) of the Investment Advisers Act of 1940 and Rule 206(4)-8 

thereunder. The Order bars Vicidomine from associating with any broker, dealer, investment 

adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized 

statistical rating organization, and prohibits Vicidomine from serving or acting as an employee, 
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officer, director, member of an advisory board, investment adviser or depositor of, or principal 

underwriter for, a registered investment company or affiliated person of such investment adviser, 

depositor, or principal underwriter, with the right to apply for reentry after five years. 

Respondents also were ordered to pay by August 21, 2013, jointly and severally, disgorgement 

of $189,415, prejudgment interest of $6,717, and a civil money penalty of $150,000. 

Respondents did not pay any money to the Commission by August 21, 2013 in accordance with 

the Order. On August 22, 2013, the Commission filed an application for enforcement of consent 

order in the United States District Court Eastern District of New York pursuant to Section 20(c) 

of the Securities Act of 1933, 15 U.S.C. §77t(c), and Section 21(e)(1) of the Securities Exchange 

Act of 1934 to enforce compliance of the Order. On September 17, 2013, the Commission 

obtained a default order for enforcement of its consent order, requiring Respondents to pay 

within 14 days of the default order, jointly and severally, disgorgement of $189,415 with 

additional interest of $457, prejudgment interest of $6,717, and civil monetary penalty of 

$150,000 and additional interest of $193. The default order ordered that the Respondents pay 

post-judgment interest on any delinquent amounts pursuant to 28 U.S.C. §§ 3001 – 3306. 

Respondents ultimately paid a total of $346,892 in disgorgement ($189,415), 

prejudgment interest ($6,717), additional interest ($539), post judgment interest ($221)

1

, and 

civil monetary penalties ($150,000) to the Commission. A total of $340,869 is available for 

distribution, calculated as follows: $346,671 in disgorgement, prejudgment interest, additional 

interest, and civil monetary penalties less a reserve of $5,802 for taxes, fees or other expenses of 

administering the Amended Plan of Distribution. It is anticipated that there will be one 

disbursement to the eligible investors specified in paragraph 5 below.

The Order created a Fair Fund pursuant Section 308(a) of the Sarbanes-Oxley Act of 

2002, as amended, for the funds paid by the Respondents (the “Fair Fund”). The Fair Fund is

subject to the continuing jurisdiction and control of the Commission and the Fair Fund is 

currently on deposit in a Commission designated interest-bearing account at the United States 

Department of Treasury (“U.S. Treasury”). The Plan is subject to approval by the Commission, 

and the Commission retains jurisdiction over the implementation of the Plan.

Under the Plan, the Fair Fund, less any reserve for taxes, fees or other expenses of 

administering the Plan (the “Net Fair Fund”), will be distributed to Eligible Investors as set forth

in paragraph 5 below. The Net Fair Fund is $340,869.

2. Fund Administrator. Nancy Chase Burton, Supervisory Assistant Chief Litigation 

Counsel in the Commission’s Division of Enforcement’s Office of Distributions, is proposed to 

be the administrator of the Fair Fund (the “Fund Administrator”). As a Commission employee, 

the Fund Administrator receives no compensation from the Fair Fund for her services in 

administering the Fair Fund. In accordance with Rule 1105(c), 17 C.F.R. § 201.1105(c), no bond 

 

1 Respondents paid post judgment interest of $220.61 to the Commission. The post judgment 

interest is not part of the Fair Fund and is to be sent to the US Treasury.
3

is required since the Fund Administrator is a Commission employee. In carrying out her duties, 

the Fund Administrator may be assisted by other Commission staff acting under her supervision. 

The Fund Administrator will, among other things: oversee the administration of the Fair 

Fund, obtain mailing information for the Eligible Investors as defined in paragraph 5 below, 

distribute money from the assets of the Fair Fund in accordance with the Plan, resolve disputes, 

prepare a final accounting with assistance from the tax administrator, and provide the tax 

administrator with funds to pay tax liabilities and tax compliance fees and costs, pursuant to the 

Omnibus Order Directing the Appointment of Tax Administrator in Administrative Proceedings 

that Establish Distribution Funds (Exchange Act Rel. No. 68683 (Jan. 17, 2013)). 

3 Qualified Settlement Fund. The Fair Fund constitutes a Qualified Settlement 

Fund (“QSF”) under Section 468B(g) of the Internal Revenue Code, 26 U.S.C. § 468B(g), and 

related regulations, 26 C.F.R. §§ 1.468B-1 through 1.468B-5.

4. Tax Administrator. The Commission has appointed Damasco and Associates, 

LLP as the Tax Administrator (“Tax Administrator”) of the Fair Fund (Exchange Act Rel. No. 

72419 (June 18, 2014)). The Fund Administrator will cooperate with the Tax Administrator in 

providing information necessary to accomplish the income tax compliance and any other work 

ordered to the Tax Administrator by the Commission. The Tax Administrator will be 

compensated for all reasonable costs and expenses from the Fair Fund in accordance with its 

2013-2015 Engagement Letter Agreement with the Commission. The Fair Fund’s taxes will be 

paid out of the Fair Fund. 

5. Specification of Eligible Investors. Except as noted below, eligible investors are 

persons who invested in the North East Fund, as determined by Commission staff from the 

records of Respondents obtained during the investigation of the matter, and who suffered a net 

loss amount, as described in paragraph 7 of this Plan (“Eligible Investors”). Investors ineligible 

to participate in this Plan are those investors in the North East Fund who provided funds to 

Respondents for the purpose of satisfying, in whole or in part, the Order entered against 

Respondents.

6. No claims-made process. The Fair Fund is not being distributed according to a 

claims-made process, so the procedures for providing notice and for making and approving 

claims are not applicable.

7. Methodology for Determining Distribution Amounts. The Commission staff 

determined the amount to be distributed to each Eligible Investor as follows. 

a. The staff totaled the actual principal invested for each Eligible Investor in 

the North East Fund; 

b. The staff then subtracted from this total amount all actual payments an 

Eligible Investor received from the North East Fund including redemptions, withdrawals, 
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and any other payments. This resulting total is an Eligible Investor’s net loss amount 

(“Net Loss Amount”); 

c. The staff next added the Net Loss Amounts for each Eligible Investor and 

compared this amount to the approximate Net Fair Fund; 

d. Because the total Net Loss Amounts exceeded the Net Fair Fund, the staff 

determined what percentage of the total Net Loss Amounts was represented by each 

Eligible Investor’s Net Loss Amount. The resulting percentage for each Eligible Investor

is the investor’s pro rata share (“Pro Rata Share”); 

e. The Net Fair Fund was multiplied by each Eligible Investor’s Pro Rata 

Share to determine an estimated pre-deduction net distribution amount (“Estimated PreDeduction Net Distribution Amount”) for each Eligible Investor;

f. The staff then totaled disbursements (if any) each Eligible Investor

received from the Respondents while the Respondents suspended redemptions from the 

North East Fund, from June 4, 2012 through April 1, 2013 (“Post Suspension 

Disbursements”). The total amount of each Eligible Investor’s Post Suspension 

Disbursements (if any) was subtracted from the Eligible Investor’s Estimated PreDeduction Net Distribution Amounts and redistributed to those Eligible Investors who 

had not received a Post Suspension Disbursement Amount, as described in “g” below;

g. Next, to determine the appropriate percentage of the total Post Suspension 

Disbursements that should be distributed to each Eligible Investor that had not received a 

Post Suspension Disbursement, the staff determined each Eligible Investor’s percentage 

of the total Net Loss Amounts, excluding those Eligible Investors that had received Post 

Suspension Disbursements. The resulting percentage is each Eligible Investor’s pro rata 

share of the Post Suspension Disbursements (“Pro Rata Share of the Post Suspension 

Disbursements”). The staff then multiplied the total Post Suspension Disbursements by 

each investor’s Pro Rata Share of the Post Suspension Disbursements to determine an 

estimated distributed Post Suspension Disbursement amount for each Eligible Investor 

(“Estimated Distributed Post Suspension Disbursement Amount”);

h. Finally, the each Eligible Investor’s Estimated Distributed Post 

Suspension Disbursement Amount was added to the Eligible Investor’s Estimated PreDeduction Net Distribution Amount to determine an estimated net distribution amount 

(“Estimated Net Distribution Amount”) for each Eligible Investor. 

In the view of the Fund Administrator, this methodology constitutes a fair and reasonable 

allocation of the Fair Fund to compensate an investor’s harm. Based on this methodology, it is 

anticipated that there will be one distribution to Eligible Investors, which will take place as 

outlined in paragraph 9 below. 
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Based on this methodology, the individual Net Loss Amounts, percentages of pooled net 

loss for Eligible Investors, deductions for Post Suspension Distributions and Net Distribution 

Amounts are as follows:

8. Procedures for Locating and Notifying Eligible Investors. Based on information 

obtained by the Commission staff during its investigation and the review and analysis of 

applicable records, Commission staff has identified thirteen (13) Eligible Investors . Within 

thirty (30) days of the Commission’s approval of the Plan, the Fund Administrator will send each 

Eligible Investor a notice by electronic mail, United States Postal Service, or other mail delivery 

service regarding the Commission’s approval of the Plan, including as appropriate, a statement 

characterizing the distribution, a link to the Plan on the Commission’s website and instructions 

for requesting a copy of the Plan, the number assigned that Eligible Investor on the chart in order 

to determine his or her Net Loss Amount and Estimated Net Distribution Amount, a description 

of the tax information reporting and other related tax matters, and the name of the Fund 

Administrator to contact with questions regarding the distribution (the “Plan Notice”). Eligible 

Investors will be asked to confirm the distribution payment or provide documentation if they 

disagree with the estimated Net Loss Amount. The Fund Administrator will coordinate with the 

Tax Administrator to request contact and other information from each Eligible Investor that is

needed to accomplish the distribution in accordance with applicable tax requirements relating to 

the Fair Fund.

If a Plan Notice is returned as undeliverable within sixty (60) days of approval of the 

Plan, the Fund Administrator will make all reasonable efforts to ascertain an Eligible Investor’s 

correct address. The Fund Administrator will then resend the Plan Notice to the Eligible 

Eligible Investor Net Loss 

Amount 

% of 

Pooled Net 

Loss of All 

Eligible 

Investors 

PreDeduction 

Net 

Distribution 

Amount

Deductions 

for Post 

Suspension 

Distributions

% Share of 

Total Post 

Suspension 

Distributions

Net 

Distribution 

Amount

Eligible Investor #1 $19,160 2.78% $9,474 3.21% $9,570

Eligible Investor #2 $9,560 1.39% $4,727 1.60% $4,775

Eligible Investor #3 $47,640 6.91% $23,555 7.98% $23,795

Eligible Investor #4 $25,640 3.72% $12,678 4.30% $12,807

Eligible Investor #5 $26,680 3.87% $13,192 4.47% $13,326

Eligible Investor #6 $190,520 27.64% $94,202 31.93% $95,160

Eligible Investor #7 $5,680 0.82% $2,808 0.95% $2,837

Eligible Investor #8 $19,040 2.76% $9,414 3.19% $9,510

Eligible Investor #9 $14,280 2.07% $7,061 2.39% $7,133

Eligible Investor #10 $14,280 2.07% $7,061 2.39% $7,133

Eligible Investor #11 $190,360 27.61% $94,123 31.90% $95,080

Eligible Investor #12 $33,912 4.92% $16,768 5.68% $16,938

Eligible Investor #13 $92,640 13.44% $45,806 $3,000 $42,806

TOTAL $689,392 $340,869 $340,869
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Investor’s new address within thirty (30) days of receipt of the returned Plan Notice. If the Plan 

Notice is returned again, the Eligible Investor will be removed from the distribution and the 

allocated distribution amount will be added to the Net Fair Fund and become part of the 

recalculation described above in paragraph 7.

If an Eligible Investor fails to respond within sixty (60) days from approval of the Plan, 

the Fund Administrator will then make no fewer than two (2) attempts to contact the Eligible 

Investor telephonically or by email. The second attempt will to the extent possible take place no 

more than seventy-five days (75) days from approval of the Plan. If an Eligible Investor fails to 

respond to the Fund Administrator’s contact attempts, such Eligible Investor will not receive a 

distribution and the amount that such Eligible Investor would have received will be included in 

the Net Fair Fund available to those Eligible Investors who responded to the Fund Administrator

and the staff will recalculate the estimated Net Distribution Amount pursuant to paragraph 7 

above as modified by the removal of such persons. In no event, however, will an Eligible

Investor receive a distribution payment that exceeds the amount of his or her Net Loss Amount. 

Any funds from the Net Fair Fund that cannot be distributed for any reason will become 

part of the residual described in paragraph 15 and reported in the final accounting.

9. Distribution Timing. The Fund Administrator will use her best efforts to start the 

Commission disbursement approval process within one hundred and fifty (150) days of the 

Plan’s approval. 

10. Bureau of the Fiscal Service; Validation and Approval of Disbursement of the 

Fair Fund. The Fair Fund disbursement to Eligible Investors will be implemented by the 

Commission and disbursed through the U.S. Treasury’s Bureau of the Fiscal Service (“BFS”);

checks will be mailed or distribution payments will be electronically transferred to each Eligible

Investor as instructed by the Fund Administrator working with other Commission staff. The 

Fund Administrator will compile the information, prepare a payment file, and verify the payment 

file’s completeness and accuracy for submission to Commission staff who will make the 

disbursements through BFS upon the issuance of an order to disburse pursuant to Rule 

1101(b)(6).

The Fund Administrator will work with BFS to obtain information about uncashed 

checks, any returned items due to non-delivery, insufficient addresses, and/or other deficiencies. 

The Fund Administrator is responsible for researching and reconciling errors and reissuing 

payments when possible. The Fund Administrator also is responsible for accounting for all 

payments. Checks issued by BFS state on their face that they are valid for one year. If any 

checks issued are not cashed within the one year time period, the Fund Administrator will work 

with BFS to identify all uncashed checks.

11. Accountings. When all funds have been disbursed except for the residual 

described in paragraph 15 of the Plan, the Fund Administrator will submit a final accounting for 

the approval of the Commission prior to termination of the Fair Fund and discharge of the Fund 

Administrator. Since the funds are being held in a Commission designated account at the U.S. 
7

Treasury, and an SEC employee has been appointed as Fund Administrator, no interim 

accountings are required.

12. Expenses of Administration. Fees and other expenses of administering the Plan 

will be paid from the Fair Fund. The estimated expenses are $5,802 for taxes, fees or other 

expenses of administering the Plan

13. Amendments and Procedural Deadline Extensions. The Fund Administrator will 

take reasonable and appropriate steps to distribute funds from the Net Fair Fund according to the

Plan. The Fund Administrator will inform Commission staff of any changes needed in the Plan. 

If a change is determined to be material, Commission approval is required prior to 

implementation by amending the Plan, which may be done upon the motion of any party, the 

Fund Administrator, or upon the Commission’s own motion. Immaterial changes may be made 

by the Fund Administrator with approval of Commission staff. For good cause shown, and in 

consultation with the Commission staff, the Fund Administrator may extend any of the 

procedural deadlines set forth in the Plan.

14. Procedures to Request Plan Notice. A person that does not receive a Plan Notice 

and believes that he or she should have received a Plan Notice after becoming aware of the Plan 

(e.g., through other Eligible Investors or on www.sec.gov) must submit documentation to the 

Fund Administrator to establish that the individual is in fact eligible to receive a Plan Notice 

within seventy-five (75) days after the Commission’s approval of the Plan The Fund 

Administrator will contact the individual within twenty-one (21) days of receiving the 

individual’s documentation with a determination of his or her eligibility if the Fund 

Administrator determines that the individual should have received a Plan Notice.

15. Disposition of Undistributed Funds and Residual. A residual within the Fair 

Fund refers to any amounts remaining after distribution of the Net Fair Fund to Eligible Investors 

has occurred. After the distribution is completed, all funds remaining in the residual will be 

transferred to the U.S. Treasury after the final accounting is approved by the Commission.

The residual account will include as applicable funds reserved for future taxes and related 

expenses, funds from checks that have not been cashed, that were not delivered or that were 

returned to the Commission, tax refunds for overpayment or for waiver of IRS penalties. The 

amount of all uncashed checks will be credited to the Fair Fund account and maybe distributed 

pro rata to other Eligible Investors who cashed their checks, so long as total payments to an 

Eligible Investor do not exceed their Net Loss Amount. Any funds that are not distributed and 

cashed will become part of the residual.

16. Termination of the Fair Fund. The Fair Fund will be eligible for termination and 

the Fund Administrator will be eligible for discharge after all of the following have occurred: a) 

a final accounting, in a standard accounting format provided by Commission staff, has been 

submitted by the Fund Administrator, and has been approved by the Commission; b) all taxes, 

final fees and expenses of the Tax Administrator, and all other post-distribution expenses have 

been paid by the Fair Fund; and c) any amount remaining in the Fair Fund has been received by 
8

the Commission. When the Commission has approved the final accounting, the Commission 

staff will seek an order from the Commission to approve the termination of the Fair Fund, the 

discharge of the Fund Administrator, and the transfer of any amount remaining in the Fair Fund 

to the United States Treasury.

17. Notice of Proposed Plan and Opportunity for Comment. The Notice of the 

Proposed Plan of Distribution and Opportunity for Comment (the “Notice”) will be published in 

the SEC Docket and on the Commission’s website at http://www.sec.gov. Any person or entity 

wishing to comment on the Plan must do so in writing by submitting their comments within 

thirty (30) days of the publication of the Notice: (1) to the Office of the Secretary, United States 

Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090; (2) by 

using the Commission’s Internet comment form (www.sec.gov/litigation/admin.shtml); or (3) by 

sending an email to rule-comments@sec.gov. Comments submitted by email or via the 

Commission’s website should include “Administrative Proceeding File Number 3-15429” in the 

subject line. Comments received will be available to the public. Thus, persons should only 

submit information that they wish to make publicly available.