IN THE UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF TEXAS 

DALLAS DIVISION

SECURITIES AND EXCHANGE COMMISSION, ) 

 ) 

 Plaintiff, ) 

v. ) 

 ) Civil Action No. 

MUTUALS.COM, INC., ) 3:03-CV-02912-D

CONNELY DOWD MANAGEMENT, INC., ) 

MTT FUNDCORP, INC., ) 

RICHARD SAPIO, ) 

ERIC MCDONALD and ) 

MICHELE LEFTWICH, ) 

 ) 

 Defendants. ) 

___________________________________________ ) 

AGREED MOTION TO DISMISS

Pursuant to Rule 41(a)(2) of the Federal Rules of Civil Procedure, Plaintiff Securities and 

Exchange Commission (“Commission”) moves to dismiss its pending claims against Defendants 

Mutuals.com, Inc., Connely Dowd Management, Inc., MTT Fundcorp Inc., Richard Sapio, Eric 

McDonald and Michele Leftwich (“Defendants”) and advises the Court as follows: 

1. On or about June 19, 2007, Defendants submitted offers of settlement to the 

Commission. On September 26, 2007, the Commission, after determining to accept Defendants’ 

offers, instituted settled administrative and cease-and-desist proceedings against Defendants. 

See Exhibit A. Accordingly, all matters that were pending before this Court have now been 

settled. 

2. In light of the Commission’s decision to accept the Defendants’ offers of 

settlement and to resolve this case administratively, the Commission believes that its interest in 

this litigation have been fully vindicated. In making this determination, the Commission has 

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relied on the representations in Defendants’ offers of settlement, including their sworn statements 

of financial condition and other information provided to the Commission. 

3. As indicated by the signatures of counsel for Defendants, the Defendants agree to the 

relief requested herein. 

For these reasons, Plaintiff the U.S. Securities and Exchange Commission asks that this 

Court dismiss this case with prejudice. 

Dated this 29th day of October 2007. 

 Respectfully submitted, 

 /s/ J. Kevin Edmundson 

 J. KEVIN EDMUNDSON 

 D.C. Bar No. 430746 

MICHAEL D. KING 

Texas Bar No. 24032634 

 

SECURITIES AND EXCHANGE 

COMMISSION 

 Fort Worth District Office 

 801 Cherry Street, 19th Floor 

 Fort Worth, Texas 76102 

 (817) 978-1411 

 (817) 978-4927 (fax) 

AGREED: 

/s/ Stephen G. Topetzes

Stephen G. Topetzes 

K&L Gates 

1601 K Street, N.W. 

Washington, District of Columbia 20006 

Telephone (202) 778-9328 

Facsimile: (202) 778-9100 

Counsel for Defendants Mutuals.com, Inc., Connely Dowd Management, Inc. and MTT 

Fundcorp, Inc. 

Case 3:03-cv-02912-D Document 42 Filed 10/29/07 Page 2 of 3 PageID 205
/s/ Elizabeth L. Yingling

Elizabeth L. Yingling 

State Bar No. 16935975 

BAKER & McKENZIE 

2300 Trammell Crow Center 

2001 Ross Avenue 

Dallas, Texas 75201 

Telephone: (214) 978-3000 

Facsimile: (214) 978-3099 

Counsel for Defendants Richard Sapio, Eric McDonald and Michele Leftwich 

CERTIFICATE OF SERVICE

I hereby certify that on October 29, 2007, I electronically filed the foregoing Agreed 

Motion to Dismiss with the Clerk of the Court for the Northern District of Texas, by using the 

CM/ECF system which will send a notice of electronic filing to the following CM/ECF 

participants: 

J. Kevin Edmundson, Counsel for Securities and Exchange Commission 

Michael King, Counsel for Securities and Exchange Commission 

Elizabeth L. Yingling, counsel for Defendants Sapio, McDonald and Leftwich 

Joel Held, Counsel for Mutuals.com, Inc., Connely Dowd Management and MTT 

 Fundcorp, Inc. 

Michael D. Napoli, Counsel for Mutuals.com, Inc., Connely Dowd Management and 

 MTT Fundcorp, Inc. 

I further certify that on October 29, 2007, I served a true and correct copy of the 

foregoing Agreed Motion to Dismiss and the notice of electronic filing by depositing a copy 

thereof in an authorized Federal Express depository at Fort Worth, Texas, with overnight express 

charges prepaid and addressed to the following parties and persons entitled to notice that are 

non-CM/ECF participants: 

Stephen G. Topetzes 

1601 K. Street, N.W 

Washington, District of Columbia 20006 

Via Electronic Mail: stephen.topetzes@klgates.com

 /s/ Michael King

 Michael King 

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