UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 55535 / March 27, 2007 ADMINISTRATIVE PROCEEDING File No. 3-12563 -------------------------------------------------------x : : In the Matter of : ORDER MAKING FINDINGS AND : IMPOSING REMEDIAL SANCTIONS : PURSUANT TO JAMES CAVALIERE : SECTION 15(b) OF THE : SECURITIES EXCHANGE ACT OF 1934 : AS TO JAMES CAVALIERE Respondent. : : -------------------------------------------------------x I. On February 8, 2007, the Securities and Exchange Commission (“Commission”) instituted administrative proceedings, pursuant to Section 15(b) of the Securities Exchange Act of 1934 (“Exchange Act”), against James Cavaliere (“Cavaliere” or “Respondent”). II. Respondent has submitted an Offer of Settlement (the “Offer”), which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission, or to which the Commission is a party, and without admitting or denying the findings herein, except as to the Commission’s jurisdiction over him and the subject matter of these proceedings and the findings contained in Section III. 2, which are admitted, Respondent consents to the entry of this Order Making Findings and Imposing Remedial Sanctions Pursuant to Section 15(b) of the Securities Exchange Act of 1934, as to James Cavaliere (“Order”), as set forth below. III. On the basis of this Order and Respondent’s Offer, the Commission finds that: 1. Cavaliere, 44, from July 1999 to August 2000, was a registered representative 2 associated with Bryn Mawr Investment Group, Inc., a broker-dealer registered with the Commission pursuant to Section 15(b) of the Exchange Act, which later was known as Valley Forge Securities, Inc. (“Valley Forge”). 2. On October 18, 2005, Cavaliere pled guilty to one count of conspiracy to commit securities fraud and wire fraud. United States v. James Cavaliere, 05 Cr. 49 (D.N.J.). 3. The sole count of the criminal information to which Cavaliere pled guilty alleged, inter alia, that Cavaliere, using various instrumentalities of interstate commerce, while employed at Valley Forge, defrauded investors by receiving undisclosed excessive cash commissions, which were not disclosed to customers. Cavaliere also paid excessive and undisclosed commissions to licensed and unlicensed brokers employed at Valley Forge’s Staten Island Office. Cavaliere also employed deceptive sales practices to mislead customers into buying certain stocks. IV. In view of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions agreed to in Cavaliere’s Offer. Accordingly, it is hereby ORDERED: Pursuant to Section 15(b)(6) of the Exchange Act that Cavaliere be, and hereby is barred from association with any broker or dealer. Any reapplication for association by Cavaliere will be subject to the applicable laws and regulations governing the reentry process, and reentry may be conditioned upon a number of factors, including, but not limited to, the satisfaction of any or all of the following: (a) any disgorgement ordered against Cavaliere, whether or not the Commission has fully or partially waived payment of such disgorgement; (b) any arbitration award related to the conduct that served as the basis for the Commission order; (c) any self-regulatory organization arbitration award to a customer, whether or not related to the conduct that served as the basis for the Commission order; and (d) any restitution order by a self-regulatory organization, whether or not related to the conduct that served as the basis for the Commission order. For the Commission, by its Secretary, pursuant to delegated authority. Nancy M. Morris Secretary
UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 55534 / March 27, 2007 ADMINISTRATIVE PROCEEDING File No. 3-12517 ___________________________________ In the Matter of : CMERUN CORP., COMBINE CORP., DIGITAL CONCEPTS INTERNATIONAL, INC., INTEGRATED HOMES, INC., LIGHTHOUSE FAST FERRY, INC., and WANNIGAN CAPITAL CORP. : : : : : : : : ORDER MAKINGS FINDINGS AND REVOKING REGISTRATIONS BY DEFAULT AS TO CMERUN CORP., COMBINE CORP., INTEGRATED HOMES, INC., AND LIGHTHOUSE FAST FERRY, INC. ___________________________________ The Securities and Exchange Commission (Commission) initiated this proceeding with an Order Instituting Proceedings (OIP) on December 28, 2006, pursuant to Section 12(j) of the Securities Exchange Act of 1934 (Exchange Act). All Respondents were served with the OIP by February 1, 2007. See 17 C.F.R. § 201.141(a)(2)(ii). To date, only Respondents Wannigan Capital Corp. (Wannigan) and Digital Concepts International, Inc. (Digital), have filed Answers to the OIP, due ten days after service. See 17 C.F.R. § 201.220; OIP at 4. Prehearing conferences were held on March 2 and 13, 2007, at which only the Division of Enforcement, Wannigan, and Digital made appearances. On March 15, 2007, the Division of Enforcement filed a motion for default against CMERUN Corp. (CMERUN), Combine Corp. (Combine), Integrated Homes, Inc. (Integrated Homes), and Lighthouse Fast Ferry, Inc. (Lighthouse) (collectively, “Defaulting Respondents”). As of today, the Defaulting Respondents have failed to file a response to the motion. The Defaulting Respondents are in default for failing to file Answers to the OIP, attend a prehearing conference, or otherwise defend the proceeding. See 17 C.F.R. §§ 201.155(a), .220(f), .221(f). Pursuant to Rule 155(a) of the Commission’s Rules of Practice, I find the following allegations in the OIP to be true as to the Defaulting Respondents. CMERUN is a Delaware corporation located in Hudson, Massachusetts, with a class of equity securities registered with the Commission pursuant to Section 12(g) of the Exchange Act. CMERUN is delinquent in its periodic filings with the Commission because it has not filed a periodic report since its Form 10-KSB for the period ending September 30, 2000. That filing reported a net loss of approximately $11.6 million for the period November 8, 1999, to September 30, 2000, and $4.2 million in total assets as of September 30, 2000. As of August 1, 2006, the company’s common stock (symbol “CMER”) was traded on the over-the-counter markets. The company’s common stock has no market makers and is not eligible for the piggyback exemption of Rule 15c2-11(f)(3) of the Exchange Act. Combine, formerly known as CTC Cosmetics Holdings Co., Inc., is a former Delaware corporation located in Hamilton, Bermuda, with a class of equity securities registered with the Commission pursuant to Section 12(g) of the Exchange Act. The company is delinquent in its periodic filings with the Commission because it has not filed a periodic report since its Form 10QSB for the period ending November 30, 2001. That filing reported that Combine had no assets and an accumulated deficit during its development stage of approximately $2 million. The company’s common stock (symbol “CEBP”) is not publicly traded. Integrated Homes is a dissolved Colorado corporation located in Boca Raton, Florida, with a class of equity securities registered with the Commission pursuant to Section 12(g) of the Exchange Act. The company is delinquent in its periodic filings with the Commission because it failed to file any periodic reports since its Form 10-SB filed on October 13, 2000, became effective. It had filed an initial Form 10-SB on July 16, 1999, but voluntarily terminated that registration on September 27, 1999, before any periodic reports were due. Prior to the latter filing, the Colorado Secretary of State had administratively dissolved the corporation on September 1, 2000. As of August 1, 2006, the company’s common stock (symbol “INHI”) was quoted on the Pink Sheets, had four market makers and is eligible for the piggyback exemption of Rule 15c2-11(f)(3) of the Exchange Act. Lighthouse is a revoked New Jersey corporation located in West Caldwell, New Jersey, with a class of equity securities registered with the Commission pursuant to Section 12(g) of the Exchange Act. Lighthouse is delinquent in its periodic filings with the Commission because it has not filed a periodic report since a Form 10-QSB for the period ending June 30, 2002. The filing reported a net loss of approximately $6.1 million for the six months ending June 30, 2002, and $14.5 million in total assets as of June 30, 2002. As of August 1, 2006, the company’s common stock (symbol “LHFF”) was quoted on the Pink Sheets, had four market makers and is eligible for the piggyback exemption of Rule 15c2-11(f)(3) of the Exchange Act. As discussed above, the Defaulting Respondents are delinquent in their periodic filings with the Commission, have repeatedly failed to meet their obligation to file timely periodic reports, and failed to heed delinquency letters sent to them by the Division of Corporation Finance requesting compliance with their periodic filing obligations or, through their failure to maintain a valid address on file with the Commission as required by Commission rules, did not receive such letters. Section 13(a) of the Exchange Act and the rules promulgated thereunder require issuers of securities registered pursuant to Section 12 of the Exchange Act to file with the Commission current and accurate information in periodic reports, even if the registration is voluntary under Section 12(g). Specifically, Rule 13a-1 requires issuers to file annual reports (Forms 10-K or 10KSB), and Rule 13a-13 requires issuers to file quarterly reports (Forms 10-Q or 10-QSB). As a result of the conduct described above, the Defaulting Respondents failed to comply with Section 13(a) of the Exchange Act and Rules 13a-1 and 13a-13 thereunder. 2 In view of the above, I find it necessary and appropriate for the protection of investors to revoke the registrations of the registered securities of CMERUN, Combine, Integrated Homes, and Lighthouse. ORDER IT IS ORDERED THAT, pursuant to Section 12(j) of the Securities Exchange Act of 1934, the registrations of each class of the registered securities of Respondents CMERUN Corp., Combine Corp., Integrated Homes, Inc., and Lighthouse Fast Ferry, Inc., are hereby REVOKED. _______________________________ Robert G. Mahony Administrative Law Judge 3