UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF NEW JERSEY 

SECURITIES AND EXCHANGE 

COMMISSION, 

Plaintiff, 

v. 

GEORGE H. HOLLEY, STEVEN V. DUDAS, 

and PHAIROT IAMNAITA 

Defendant. 

RECEIVED 

DEC- 8 2014 

------------ ·-------A-T-8:30·-· _ -M- ------ --- -- ----------

WILLIAM T. WALSH CLERK 

3: 11-cv-00205-~-DEA. 

ECFCASE 

FINAL JUDGMENT AS TO DEFENDANT GEORGE H. HOLLEY 

The Securities and Exchange Commission having filed a Complaint and Defendant 

George H. Holley having entered a general appearance; consented to the Court's jurisdiction 

over him and the subject matter of this action; consented to entry of this Final Judgment; 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. § 240JOb-5], by using any means or 

instrumentality of interstate commerce, or of the mails, or of any facility of any national 

securities exchange, in connection with the purchase or sale of any security: 

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

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i...· 

(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 FURTHER 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 Section 14(e) ofthe Exchange 

Act [15 U.S.C. § 78n(e)] and Rule 14e-3 [17 C.P.R. § 240.14e-3] promulgated thereunder, in 

connection with any tender offer or request or invitation for tenders, from engaging in any 

fraudulent, deceptive, or manipulative act or practice, by: 

(a) purchasing or selling or causing to be purchased or sold the securities 

sought or to be sought in such tender offer, securities convertible into or 

exchangeable for any such securities or any option or right to obtain or 

dispose of any of the foregoing securities while in possession of material 

information relating to such tender offer that Defendant kno,ws or has 

reason to know is nonpublic and knows or has reason to know has been 

acquired directly or indirectly from the offering person; the issuer of the 

securities sought or to be sought by such tender offer; or any officer, 

director, partner, employee or other person acting on behalf of the offering 

person of such issuer, unless within a reasonable time prior to any such 

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purchase or sale such information and its source are publicly disclosed by 

press release or otherwise; or 

(b) communicating material, non public information relating to a tender offer, 

which Defendant knows or has reason to know is nonpublic and knows or 

has reason to know has been acquired directly or indirectly from the 

offering person; the issuer of the securities sought or to be sought by such 

tender offer; or any officer, director, partner, employee, advisor, or other 

person acting on behalf of the offering person of such issuer, to any person · 

under circumstances in which it is reasonably foreseeable that such 

communication is likely to result in the purchase or sale of securities in the 

manner described in subparagraph (a) above, except that this paragraph 

shall not apply to a communication made in good faith 

(i) to the officers, directors, partners or employees of the 

offering person, to its advisors or to other persons, involved 

in the planning, financing, preparation or execution of such 

tender offer; 

(ii) to the issuer whose securities are sought or to be sought by 

such tender offer, to its officers, directors, partners, 

employees or advisors or to other persons involved in the 

planning, financing, preparation or execution of the 

activities of the issuer with respect to such tender offer; or 

(iii) to any person pursuant to a requirement of any statute or 

rule or regulation promulgated thereunder. 

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III. 

21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)], Defendant is prohibited from acting as an 

officer or director of any issuer that has a class of securities registered pursuant to Section 12 of 

the Exchange Act [15 U.S.C. § 781] or that is required to file reports pursuant to Section 15(d) of 

the Exchange Act [15 U.S.C. § 78o(d)]. 

IV. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is liable 

for disgorgement of $66, 100, together with prejudgment interest thereon in the amount of 

$7,653, and a civil penalty in the amount of$312,440 pursuant to Section 21A of the Exchange 

Act [15 U.S.C. § 78u-1]. Defendant shall satisfy this obligation by paying $386,193 (i.e., the 

total of these figures) to the Securities and Exchange Commission within 14 days after entry of 

this Final Judgment. 

Defendant may transmit payment electronically to the Commission, which will provide 

detailed ACH transfer/Fedwire instructions upon request. Payment may also be made directly 

from a bank account via Pay.gov through the SEC website at 

http://WW\v.sec.gov/about/offices/ofin.htm. Defendant may also pay by certified check, bank 

cashier's check, or United States postal money order payable to the Securities and Exchange 

Commission, which shall be delivered or mailed to 

Enterprise Services Center 

Accounts Receivable Branch 

6500 South MacArthur Boulevard 

Oklahoma City, OK 73169 

and shall be accompanied by a letter identifying the case title, civil action number, and name of 

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this Court; George H. Holley as a defendant in this action; and specifying that payment is made 

pu~su~nt to this Final_!u~~~~nt. 

Defendant shall simultaneously transmit photocopies of evidence of payment and case 

identifying information to the Commission's counsel in this action. By making this payment, 

Defendant relinquishes all legal and equitable right, title, and interest in such funds and no part 

of the funds shall be returned to Defendant. The Commission shall send the funds paid pursuant 

to this Final Judgment to the United States Treasury. 

The Commission may enforce the Court's judgment for disgorgement and prejudgment 

interest by moving for civil contempt (and/or through other collection procedures authorized by 

law) at any time after 14 days following entry of this Final Judgment. Defendant shall pay post 

judgment interest on any delinquent amounts pursuant to 28 U.S.C. § 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. 

Dated: ./}umbr. 8, r::J.ctf 

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