Lecere Corporation (fka LCRE)

[jellogan]

Foreign Issuers

50. Since 2005, Kahlon, through TJM, has attempted to invoke Texas securities law
and a federal securities registration exemption to purchase hundreds of millions of shares of
stock from small issuers in unregistered transactions.

51. TJM participated in the distribution of the Issuers' shares into the public market.

A. Lecere Corporation

52. Between July 2009 and June 2010, TJM bought shares of Lecere Corporation
("Lecere") and resold the shares into the public market when no registration statement was filed
or in effect.

53. TJM's purchase of stock from Lecere between July 2009 and June 2010 did not
occur in Texas.

54. Lecere is a Minnesota corporation formerly based in Naples, Florida. Lecere is
currently based in Portland, Oregon. From July 22, 2009 to the present, Lecere has maintained a
bank account in Rochester, MN, has conducted business through that account, and has had no
substantial offices or operations in the state of Texas.

55. In July 2009, Flomenhaft phoned Lecere to pitch an opportunity for Lecere to
raise $1 million in capital through the sale of Lecere stock.

56. That month, Flomenhafi scheduled a phone call between Gurin and an officer of
Lecere.

57. At Kahlon’ s direction, Gurin explained to a Lecere officer the process for selling
stock to TJM.

58. At Kahlon's direction, Gurin referred Lecere to David Kahn, an attorney in
California to facilitate the sale of stock by Lecere to TJM.

59. On at least eighteen occasions, Kahlon or someone acting at his direction
prepared a term sheet, subscription agreement and other documents necessary to effectuate an
unregistered sale of stock from Lecere to TJM. Kahlon signed these documents on behalf of
TJM.

60. At Kahlon's direction, on at least eighteen occasions, Ed Gurin sent a term sheet
and subscription agreement to Lecere for signature by a Lecere officer.

61. Between July 2009 and June 2010, over the course of eighteen transactions, TJM
purchased 4.2 billion shares of stock from Lecere for a total price of$613,159.

62. Within the same time period, TJM resold all 4.2 billion shares of Lecere into the
public market for $1.4 million in sales proceeds, a 131 % gain over its initial investment.

63. TJM did not purchase the 4.2 million shares of Lecere solely for its own account.

64. TJM bought shares of Lecere for the account of at least one natural person,
contrary to the Texas exemption upon which TJM relied.

65. Between July 2009, and June 2010, TJM purchased shares of Lecere stock on
behalf of Flomenhaft.

66. Between July 22,2009, and June 8, 2010, Flomenhaft transferred money to TJM
to purchase shares of Lecere.

67. Between July 22,2009, and June 8, 2010, Kahlon transferred money from TJM to
Flomenhaft to distribute to Flomenhaft some of the proceeds ofTJM's resale of Lecere shares
into the public market.

68. No registration statement was in effect and no valid exemption from registration
applied to TJM's purchase of stock from Lecere. No registration statement was in effect and no
valid exemption from registration applied to TJM's resale of Lecere stock into the public market.

69. Kahlon and TJM sold shares of Lecere to the general public using interstate
commerce. New York-based Kahlon and TJM used interstate phone, email and fax to review
and execute subscription agreements with Lecere in Oregon and Florida; and used interstate
faxes and email to communicate with David Kahn in California and Lecere's transfer agent in
Denver, Colorado.

http://www.sec.gov/litigation/complaints/2012/comp22452.pdf