UNITED STATES DISTRICT COURT

DISTRICT OF NEW HAMPSHIRE

 

)

SECURITIES AND EXCHANGE COMMISSION, )

)

Plaintiff, ) C.A. No. 04-cv-425-JM

)

v. )

 )

KEVIN J. HOBBS, )

BRUCE C. MAYHEW, )

Defendants. )

__________________________________________)

 FINAL JUDGMENT AS TO DEFENDANT BRUCE C. MAYHEW

The Securities and Exchange Commission having filed a Complaint and Defendant Bruce

C. Mayhew (“Defendant”) having entered a general appearance; consented to the Court’s

jurisdiction over Defendant and the subject matter of this action; consented to entry of this Final

Judgment without admitting or denying the allegations of the Complaint (except as to

jurisdiction); waived findings of fact and conclusions of law; and waived any right to appeal

from this Final Judgment:

I.

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant and Defendant’s

agents, servants, employees, attorneys, and all persons in active concert or participation with

them who receive actual notice of this Final Judgment by personal service or otherwise are

permanently restrained and enjoined from violating, directly or indirectly, Section 10(b) of the

Securities Exchange Act of 1934 (the “Exchange Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5

promulgated thereunder [17 C.F.R. § 240.10b-5], by using any means or instrumentality of

interstate commerce, or of the mails, or of any facility of any national securities exchange, in

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connection with the purchase or sale of any security:

(a) to employ any device, scheme, or artifice to defraud;

(b) to make any untrue statement of a material fact or to omit to state a material fact 

necessary in order to make the statements made, in the light of the circumstances 

under which they were made, not misleading; or

(c) to engage in any act, practice, or course of business which operates or would 

operate as a fraud or deceit upon any person.

II.

IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

is liable for disgorgement of $51,241, representing profits gained as a result of the conduct

alleged in the Complaint. Based on Defendant's sworn representations in his Statement of

Financial Condition dated September 22, 2005, and other documents and information submitted

to the Commission, however, the Court is not ordering Defendant to pay a civil penalty and

payment of pre-judgment interest of the disgorgement amount is waived. Defendant shall also

pay post-judgment interest on any delinquent amounts pursuant to 28 USC § 1961. The

determination not to impose a civil penalty and to waive payment of pre-judgment interest is

contingent upon the accuracy and completeness of Defendant's Statement of Financial Condition. 

If at any time following the entry of this Final Judgment the Commission obtains information

indicating that Defendant's representations to the Commission concerning his assets, income,

liabilities, or net worth were fraudulent, misleading, inaccurate, or incomplete in any material

respect as of the time such representations were made, the Commission may, at its sole discretion

and without prior notice to Defendant, petition the Court for an order requiring Defendant to pay

the unpaid portion of the disgorgement, pre-judgment and post-judgment interest thereon, and the

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maximum civil penalty allowable under the law. In connection with any such petition, the only

issue shall be whether the financial information provided by Defendant was fraudulent,

misleading, inaccurate, or incomplete in any material respect as of the time such representations

were made. In its petition, the Commission may move this Court to consider all available

remedies, including, but not limited to, ordering Defendant to pay funds or assets, directing the

forfeiture of any assets, or sanctions for contempt of this Final Judgment. The Commission may

also request additional discovery. Defendant may not, by way of defense to such petition: (1)

challenge the validity of the Consent or this Final Judgment; (2) contest the allegations in the

Complaint filed by the Commission; (3) assert that payment of disgorgement, pre-judgment and

post-judgment interest or a civil penalty should not be ordered; (4) contest the amount of

disgorgement and pre-judgment and post-judgment interest; (5) contest the imposition of the

maximum civil penalty allowable under the law; or (6) assert any defense to liability or remedy,

including, but not limited to, any statute of limitations defense.

III.

Defendant shall make the payment of a total of $51,241as follows: (i) no later than ten

(10) days after the entry of this Final Judgment, Defendant shall make a first payment of

$15,000; (ii) the remaining amounts are to be paid in twelve (12) quarterly payments of at least

$3,020.07, payable on or before the last day of each calendar quarter, as follows: March 31,

2006; June 30, 2006; September 30, 2006; December 31, 2006; March 31, 2007; June 30, 2007;

September 30, 2007; December 31, 2007; March 31, 2008; June 30, 2008; September 30, 2008;

December 31, 2008; (iii) within three (3) years of the entry of this Final Judgment Defendant

shall make a final payment of all amounts owed pursuant to the Final Judgment plus post

judgment interest on outstanding amounts calculated pursuant to 28 U.S.C. § 1961 and accruing

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from the date that the Court enters the Final Judgment. Each payment shall be delivered or

mailed to the Office of Financial Management, Securities and Exchange Commission,

Operations Center, 6432 General Green Way, Mail Stop 0-3, Alexandria, Virginia 22312, and

shall be accompanied by a letter identifying Bruce C. Mayhew as a defendant in this action;

setting forth the title and civil action number of this action and the name of this Court; and

specifying that payment is made pursuant to this Final Judgment. A copy of all such payments

shall also be delivered to Lynn M. Powalski, Esq., U.S. Securities and Exchange Commission,

100 F Street, NE, Washington, DC 20549 and to Ian D. Roffman, Esq. U.S. Securities and

Exchange Commission, 73 Tremont St, Boston, MA 02108. Defendant shall pay post-judgment

interest on any delinquent amounts pursuant to 28 USC § 1961.

IV.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is incorporated

herein with the same force and effect as if fully set forth herein, and that Defendant shall comply

with all of the undertakings and agreements set forth therein.

V.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court shall retain

jurisdiction of this matter for the purposes of enforcing the terms of this Final Judgment.

VI.

There being no just reason for delay, pursuant to Rule 54(b) of the Federal Rules of Civil

Procedure, the Clerk is ordered to enter this Final Judgment forthwith and without further notice.

Dated: February 15, 2006 /s/ James R. Muirhead

____________________________________

UNITED STATES MAGISTRATE JUDGE

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