Replies to post #191 on Carefree Group Inc (CRFU)

[youhavenoidea]

LMFAO

All those cars are leased..LOL

October 5, 2007 - 12:16 PM EST

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Synesi, Inc.'s Carefree Elite Acquires $1 Million+ in New Inventory
Synesi, Inc. (Pink Sheets:SYNS) announced that its subsidiary Carefree Elite has acquired more than $1 million of additional new inventory for the exclusive use of its members. Some of the Company’s new offerings include an ‘07 Lamborghini Gallardo Spider, an ‘07 Ferrari 430 Spider, an ‘07 Porsche Cabriolet, an ‘07 Rolls-Royce Phantom, and an ’08 BMW M6.

“In our unique position in the industry of luxury, we ensure that our clients have the latest in performance and style. We constantly rotate our inventory of vehicles, real estate, and amenities to continue to achieve the highest standard of excellence that our members have come to expect,” said Synesi, Inc. President Anthony Marotta.

About Synesi, Inc. and Carefree Elite: Carefree Elite® delivers an unsurpassed experience of luxury in accommodation, travel, entertainment, personal security, and premiere concierge services to its elite clientele. Members enjoy unrivaled privileges through the exclusive use of Carefree’s inventory of luxury properties, exotic cars, yachts, private aircraft, and superior concierge services and amenities.

For more information visit www.carefreeelite.com and www.carefreelifestyle.com.

This release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 that involve risks and uncertainties including, but not limited to, the impact of competitive products, the ability to meet customer demand, the ability to manage growth, acquisitions of technology, equipment, or human resources, the effect of economic and business conditions, and the ability to attract and retain skilled personnel. The Company is not obligated to revise or update any forward-looking statements in order to reflect events or circumstances that may arise after the date of this release.


Synesi, Inc., Miami Beach
Edgar Ward, Investor Relations, 866-800-1007
[e-mail]
www.carefreeelite.com

[youhavenoidea]

They're good stock manipulators..TOO FUNNY but rake in the coin brother

[youhavenoidea]

THERE'S YOUR 20C

Help make the SEC Expose Unsolicited Spammers and Stock Promoters


The problem:

There is hardly a household in America that has not been inundated with spam emails making fantastic claims about easy profits to be made by any purchaser of some obscure stock. In most cases, these securities promoters and those who finance them hope to turn a quick profit when unsuspecting investors buy stocks based on unsupported or spurious claims - leading the stock's market value to plummet as soon as these promotional activities cease.

Given that the OTC markets play an essential role in the capital formation of smaller companies and provide a portal for overseas issuers seeking to access the American capital markets, Pink Sheets is committed to working with regulators to create a more orderly and legitimate marketplace for all participants.

Pink Sheets' proposed solution:

Pink Sheets has proposed that the SEC adopt a new rule that provides for full disclosure of the identity, compensation and relationships of all participants (i.e., issuers, sponsors, third party promoters, etc.) directly or indirectly engaged in the promotion of stocks in the over-the-counter (OTC) market and that targets the explosion of misleading spam email and fax promotions on OTC stocks and provides for increased transparency and effective disclosure to protect investors from "pump and dump" promotion schemes. The full rule change request is available for you to read at: http://sec.gov/rules/petitions/petn4-519.pdf
"We believe that putting these straightforward requirements in place will enable investors to easily identify fraudulent stock promotions and unveil the miscreants who engineer them. Any company that does not have current information available has no business promoting its securities, since investors cannot make reasonable investment decisions in an information vacuum. By cutting off the ability of promoters, sponsors and affiliated parties to dump these stocks into the market, the rule will render fraudulent promotions unprofitable and set the stage for legitimate small company issuers to deliver information to the marketplace," said Cromwell Coulson, President and CEO of Pink Sheets, LLC.

What you can do to help:

We need your help as investors and as the recipients of unsolicited promotional spam to urge the SEC to consider this rule proposal. You can help by sending your comments directly to the SEC, either via email to: [e-mail], or, if it's more convenient, you can mail your comments to:

Ms. Nancy Morris
Secretary, Securities Exchange Commission
100 F Street NE
Washington, D.C. 20549

Your Email or letter should refer to SEC File No. 4-519. Request for Rulemaking to expose and prevent unlawful and deceptive activities by securities promoters and their sponsors.

[youhavenoidea]

April 24, 2006
Ms. Nancy M. Morris
Secretary
United States Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549
Subject: Petition for Commission Action to Protect the Investing
Public from Unlawful and Deceptive Securities
Promotions
Dear Ms. Morris:
Pink Sheets LLC (“Pink Sheets”) respectfully petitions the Securities and
Exchange Commission (the “Commission”) to take immediate action to protect
investors and prevent inequitable and unfair practices in the market for over-thecounter
(“OTC”) securities. Specifically, Pink Sheets requests that the
Commission exercise its authority under Section 19(a) of the Securities Act of
1933 (the “Securities Act”) to promulgate a rule (the “Proposed Rule”) under
Sections 5 and 17 of the Securities Act to expose and prevent unlawful and
deceptive activities by securities promoters and their sponsors.
Pink Sheets is the leading provider of pricing and financial information for the
over-the-counter (OTC) securities markets and, among other things, operates an
Internet-based, electronic quotation and trade negotiation service for OTC
equities and bonds for market makers and other broker-dealers registered under
the Securities Exchange Act of 1934.
The rule we propose primarily relies on disclosure to expose fraudulent stock
promoters and their sponsor, employing four straightforward strategies:
• Promotional materials must identify promoters and their sponsors, and the
nature and amount of consideration paid for the promotion.
• Adequate current information regarding the issuer must be publicly
available at the time the promotion takes place.
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
Page 2
• Stock held by promoters and their sponsors at the time the promotion
takes place is restricted and cannot be sold without registration or an
appropriate exemption.
• Stock promoters must provide issuers of the stock subject to the
promotion with a copy of the promotional materials, and promoters, their
sponsors and issuers must inform transfer agents and broker-dealers that
stock registered to or held on behalf of promoters and their sponsors is
restricted.
We believe that the implementation of these requirements will provide the
transparency needed by investors to clearly identify fraudulent promotions,
depriving miscreants of easy prey. Other parts of the rule follow the money and
are intended to cut off the usual sources of funding for fraudulent promotions –
the ability to sell promoted stock into the market – by requiring transfer agents
and broker-dealers to block transfers of stock owned by stock promoters and
their sponsors. The rule is intended to make the activities of fraudulent stock
promoters transparent; exposure renders fraudulent promotions unprofitable.
The text of the Proposed Rule is set forth immediately below:
The Proposed Rule
Unlawful and Deceptive Securities Promotion Practices.
(a) Unlawful and deceptive securities promotion practices are prohibited.
(b) The term “securities promotion” shall mean “the use of any means or
instruments of transportation or communication in interstate commerce
or by the use of the mails, to publish, give publicity to, or circulate any
notice, circular, advertisement, newspaper, article, letter, investment
service, or communication which, though not purporting to offer a
security for sale, describes such security for a consideration received
or to be received, directly or indirectly, from an issuer, underwriter, or
dealer.”
(c) The terms “issuer”, “underwriter”, or “dealer” shall include any affiliates
thereof.
(d) Any person that finances or engages in a securities promotion, other
than the issuer of securities subject to a securities promotion, shall be
Pink Sheets LLC
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deemed an “underwriter” of the securities within the meaning of
Section 2(a)(11) of the Securities Act.
(e) It shall be an unlawful and deceptive practice for any person to engage
in securities promotion with respect to any security unless adequate
current public information is available with respect to the issuer of such
securities. Such information shall not be deemed available, unless one
of the following conditions is met:
(i) Filing of reports. The issuer has securities registered
pursuant to section 12 of the Securities Exchange Act of
1934 (the “Exchange Act”), has been subject to the reporting
requirements of section 13 of the Exchange Act for a period
of at least 90 days immediately preceding the sale of the
securities and has filed all the reports required to be filed
thereunder during the 12 months preceding such sale (or for
such shorter period that the issuer was required to file such
reports), other than Form 8–K reports; or has securities
registered pursuant to the Securities Act, has been subject
to the reporting requirements of section 15(d) of the
Exchange Act for a period of at least 90 days immediately
preceding the sale of the securities and has filed all the
reports required to be filed thereunder during the 12 months
preceding such sale (or for such shorter period that the
issuer was required to file such reports), other than Form 8–
K reports.
(ii) Other public information. If the issuer is not subject to
section 13 or 15(d) of the Exchange Act, there is publicly
available the information concerning the issuer specified in
paragraphs (a)(5)(i) to (xiv), inclusive, and paragraph
(a)(5)(xvi) of Rule 15c2–11 under the Exchange Act, or if the
issuer is a “foreign private issuer” as defined in Rule 3b-4
under the Exchange Act, the information concerning the
issuer specified in Rule 12g3-2(b) under the Exchange Act
or, if the issuer is an insurance company, the information
specified in section 12(g)(2)(G)(i) of the Exchange Act.
Information shall be deemed “publicly available” if it can be
viewed on an Internet site accessible without charge by
members of the public that is maintained by the principal
market where the issuer’s securities are quoted for purchase
or sale.
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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(f) It shall be an unlawful and deceptive practice for any person to engage
in securities promotion with respect to any security unless the
promotional message contains all of the following information and is
provided by such person to the issuer of such security by certified mail,
return receipt requested:
(i) a description of the Internet site where adequate current
public information regarding the issuer can be viewed;
(ii) the name and a true and correct address and telephone
number, and email address, if available, of such person;
(iii) the identity of the source of funds for the securities
promotion, including a true and correct address of the
person or persons paying for such securities promotion;
(iv) the nature and amount of consideration paid for such
promotion, whether in cash, securities or otherwise;
(v) the names in which any person that finances or engages in a
securities promotion directly hold or have a beneficial
ownership in securities subject to the securities promotion;
(vi) the name and address of any brokerage firm or bank where
any person that finances or engages in a securities
promotion hold securities subject to the securities promotion;
(vii) a statement that, upon the request of any recipient of the
securities promotion, the person that engages in the
securities promotion will remove the name of the recipient
from any distribution list used to deliver promotional
materials to the recipient and that the CAN-SPAM Act of
2003 provides penalties and civil remedies for the unlawful
use of email to send commercial messages.
(g) It shall be unlawful for any person financing or engaging in a securities
promotion to sell securities subject to such promotion without
registration under the Securities Act or an exemption therefrom. Any
such person shall notify any broker-dealer or bank that holds such
securities on their behalf that such securities have not been registered
under the Securities Act and may not be resold without registration or
an exemption therefrom. The issuer of such securities shall exercise
reasonable care to assure that the securities are not sold in violation of
Section 5 of the Securities Act, which reasonable care may be
demonstrated as follows:
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
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(i) by placement of a legend on the certificate or other
document that evidences the securities beneficially owned
by any person that finances or engages in a securities
promotion stating that such securities have not been
registered under the Securities Act and setting forth or
referring to the restrictions on transferability and sale of the
securities, and
(ii) by written notification to the issuer’s transfer agent and any
broker-dealer that holds such securities that the securities
are held by a person financing or engaged in a securities
promotion, are not registered under the Securities Act and
cannot be sold without registration under the Securities Act
or an exemption therefrom.
Investors Need Protection from Unsolicited Spam Emails and Faxes
Unlawfully Promoting Securities
The deceptive promotion of securities using the Internet and fax transmission has
reached epidemic proportions. There is hardly a household in America with
Internet access that has not been inundated with spam emails making fantastic
claims of easy profits, “guaranteed” to any purchaser of some obscure stock.
The limited requirements under 17(b) of the Securities Act that securities
promotions identify the nature and amount of consideration paid to the promoter
for disseminating such information are inadequate for the protection of investors
in the electronic age. Today’s spammers do not provide information about the
identity of the spammer, or of the persons paying for the promotion. Little
information is generally available regarding the issuer or its securities, and the
information that is available is often from questionable sources.
Securities promoters may be paid by issuers or affiliates of the issuer, or
increasingly often third parties that may or may not be affiliates of the issuer. In
most cases, securities promoters and those who finance their activities hope to
make a quick profit when investors buy securities in the market in response to
the questionable claims made in promotional materials. There is often no
fundamental basis for the optimistic claims made by promoters, but investors are
left in the dark with no source of adequate current information regarding the
issuer’s financial position or business. In “pump and dump” schemes, when the
promoter’s stock is sold, the promotion ceases. The stock soon plummets,
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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leaving the hard-earned money of investors in the pockets of unscrupulous
swindlers.
Fraudulent stock promotions are like “bad money that chases away the good.”
Legitimate investment research is drowned out by the flood of questionable
information flowing into the market. Recent years have witnessed a decline in
research activities by investment houses, particularly with respect to smaller
public companies. At the same time, there is greater investor interest in these
issuers and therefore a greater need for good research materials. Unfortunately,
this vacuum has been partly filled with spam securities promotions, many of
which are fraudulent. The proposed rule is intended to restore order. The
removal of questionable spam securities promotions from the market should
enable legitimate investor relations devices to develop. Investors will benefit
from an increase in legitimate information for smaller public companies.
It has been argued that more enforcement resources should to be devoted to rid
the OTC equity markets of spammers and the securities promotion scourge. We
agree. But we also believe, along with the late Justice Brandeis, that
transparency is the most effective protection for investors: “Sunlight is the best of
disinfectants; electric light the most efficient policeman.” As recently as 1998, the
Commission pointed out that fraudulent activities in the securities of smaller
public companies flourish because of the lack of good disclosure: “Microcap
fraud frequently involves issuers for which public information is limited, especially
when issuers are not subject to reporting requirements. Without information, it is
difficult for investors, securities professionals, and others to evaluate the risks
presented by microcap securities. Investors consequently can fall prey to
persons who make false representations and unrealistic predictions about these
securities.”
The proposed rule is intended to make the spam activities of securities promoters
transparent. In some cases, issuers may not be aware of or involved in (or may
claim to be unaware of) securities promotion targeting their securities. The
proposed rule will enable issuers to know who is promoting their stock and who is
paying for the promotion. Issuers will be obligated to deprive spammers of
unlawful gain. By placing restrictions on the transferability of securities, issuers
can deprive spammers and their financiers of illicit profits from “pump and dump”
schemes.
It may be true that “pump and dump” schemes are already illegal under existing
rules forbidding market manipulation. The proposed rule is nonetheless required
to provide greater clarity regarding widespread illegal practices. Moreover, the
proposed rule will mandate disclosures that are not currently required under
existing rules prohibiting market manipulation, thereby exposing spam securities
promotions to the spotlight of increased transparency.
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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On the other hand, an issuer and its affiliates that finance promotional activities
ought to make adequate current information about the issuer publicly available to
investors. It has long been a principle of US securities law that issuers
encouraging trading in their securities should be required to made adequate
disclosure to investors. The value of increased trading in an issuer’s securities
extends beyond the obvious increased ability to raise capital. In addition, the
issuer’s products are advertised, it is more attractive as an employer, and it can
more readily finance expansion activities using its own securities. For those
reasons, from its inception, the Exchange Act has required issuers that list on
national securities exchanges to make adequate current information publicly
available to investors. 1 Under the same principle, issuers and their affiliates that
finance securities promotions should also be required to make adequate
information publicly available. Engaging in promotion is a choice; no promoter
has to engage in promotion and can easily desist if adequate current information
is not publicly available.
Our proposal is intended to bring sunlight to bear where securities are the subject
of promotional activities. The activities of securities promoters should be entirely
transparent. Legitimate securities promotions will disclose to investors the
location of current adequate public information about the issuer. The legitimate
promoter will provide its identity and information about the source and funding of
promotional material. Promotions that are fraudulent will be easily identified by
investors and regulators as lacking this critical information.
Increased transparency will foster investor education by making it easier to
explain to investors how to identify fraudulent securities promotions. Transfer
agents and broker-dealers will identify securities beneficially owned by securities
promoters and their sponsors, thereby depriving spammers and “pump and
dump” con artists of illicit profits. The toxic promoters, and the account names
used to distribute securities, will be more easily identified by the legitimate
participants in securities markets. The spotlight of disclosure will cause
illegitimate promoters to scatter. Those who remain will be efficiently scooped up
by regulators; transparency of promotion will provide regulators with better tools
to locate and bring swindlers to justice.
1 “The causes of dangerous speculation in the securities markets . . . include
inadequate corporate reporting which keeps in ignorance of necessary factors for
intelligent judgment of values of securities a public continually solicited to buy
such securities by the sheer advertising value of listing.” H.R. Rep. No. 1383,
73d Cong., 2d Sess. 5, 11-12 (1934), quoted in Louis Loss and Joel Seligman,
Securities Regulations § 6-A (3d ed. 2004).
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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The Commission Has Authority to Adopt the Proposed Rule.
The Commission has authority to adopt the propose rule pursuant to Section
19(a) of the Securities Act, which provides, in part, as follows: “The Commission
shall have authority from time to time to make, amend, and rescind such rules
and regulations as may be necessary to carry out the provisions of this title, . . .”
The term “this title” includes Sections 5 and 17 of the Securities Act. The
Commission is therefore authorized to make rules necessary to carry out the
intent of Congress expressed in these Sections.
Section 5 of the Securities Act prohibits the sale of a security by any person,
unless a registration statement is in effect for such security. Section 4(1) of the
Securities Act provides a transactional exemption from the registration
requirements of Section 5 when the person selling the security is not an “issuer,
underwriter, or dealer.” Accordingly, securities sold by an “underwriter” must be
registered under Section 5.
Section 2(a)(11) of the Securities Act includes within the definition of an
“underwriter” any person who “offers or sells” for an issuer or an affiliate of an
issuer, directly or indirectly, in connection with a distribution of securities. Using
its authority under Section 19(a), the Commission has promulgated Rules 144
and 144A, which clarify the circumstances under which a person that has
purchased securities from an issuer is not engaged in a distribution of securities
and is therefore not an underwriter within the meaning of Section 2(a)(11). The
Commission clearly has the authority to determine that securities promoters that
encourage trading in an issuer’s securities are “underwriters” within the meaning
of Section 2(a)(11).
Section 17(a) of the Securities Act generally prohibits frauds in the offer or sale of
securities:
It shall be unlawful for any person in the offer or sale of any securities . . . ,
directly or indirectly—
(1) to employ any device, scheme, or artifice to defraud, or
(2) to obtain money or property by means of any untrue
statement of a material fact or any omission to state a material
fact necessary in order to make the statements made, in light
of the circumstances under which they were made, not misleading;
or
(3) to engage in any transaction, practice, or course of business
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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which operates or would operate as a fraud or deceit upon
the purchaser.
Securities promotion is intended to encourage trading in an issuer’s securities.
Spam securities promotions that occur in the absence of current adequate public
information regarding the issuer operate as a fraud or deceit on investors that are
influenced to make investment decisions on the basis of the promotion. Such
spam securities promotions are therefore prohibited by Section 17(a).
Section 17(b) requires promoters who are receiving consideration for the
promotion to disclose that fact in any publication or communication and to also
disclose the amount of the consideration.2 This section was clearly designed
with the particular intent to “meet the evils of the ‘tipster sheet’” and other
communications that “purport to give an unbiased opinion but which opinions in
reality are bought and paid for.”3 It is also clearly designed to apply to securities
traded in the aftermarket, as well as new issuances.4
The Commission clearly has the authority under Section 19(a) of the Securities
Act to make the activities of stock promoters fully transparent and effectuate the
Congressional intent expressed in Sections 5 and 17. Section 5 is intended to
make sure that investors receive current adequate public information regarding
securities they are being encouraged to buy. Section 17 is intended to prevent
fraudulent practices in securities distribution, and in particular, 17(b) specifically
targets fraudulent securities promotions.
It is specious to claim that securities promotion does not directly involve the offer
or sales of securities and therefore is not subject to the provisions of Sections 5
and 17, other than 17(b). It is true that Section 2(a)(3) of the Securities Act
defines a “sale” as “every contract or disposition of a security or interest in a
security, for value.” However, the federal courts have long held that activities
intended to encourage an active trading market should be considered “offers and
sales” for purposes of Section 5, even where no literal sales of securities by an
issuer takes place.
2 It has been held that there is no element of intent necessary to prove a violation
of Section 17(b). See In the Matter of Lehl, S.E.C. Admin. Proceeding No. 3-
9201 at 11 (2002); see also S.E.C. v. Liberty Capital Group, Inc., 75 F. Supp. 2d
1160, 1163 (W.D. Wash. 1999).
3 H.R. Rep. No. 85, 73d Cong., 1st Sess. (1933); see U.S. v. Amick, 439 F.2d
351, 365 (7th Cir. 1971); see also In the Matter of Lehl, S.E.C. Admin. Proceeding
No. 3-9201 at 11 (2002).
4 See S. Rep. No. 47, 73d Cong., 1st Sess. (1933); see also H.R. Rep. No. 85,
73d Cong., 1st Sess. (1933), both cited with approval in S.E.C. v. Wall Street
Publishing Institute, Inc., 851 F.2d 365, 369 (D.C. Cir. 1988).
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
Page 10
In SEC v Harwyn, 326 F. Supp 942 (SDNY 1971), the federal court determined
that a spin-off distribution by a public parent company of the unregistered shares
of a subsidiary would, under certain circumstances, be considered an unlawful
distribution of securities in violation of Section 5. In that case, the defendants
created a shell subsidiary of the parent that was merged into an operating
company in a transaction where the parent received a portion of the resulting
company’s shares. The parent then distributed these shares to its shareholders
as a dividend. The district court rejected arguments that because the shares
were distributed as a dividend, without the receipt of any consideration, no sale
of securities had occurred because the disposition was made “without value.”
Instead, the court maintained that the transaction violated the spirit of the
Securities Act, which was intended to ensure that current adequate information
was made available to public investors. The court pointed out that the
transaction was intended to encourage the formation of a trading market in the
former subsidiary’s shares, which provided numerous benefits to the issuer and
its insiders, even though they were personally precluded from selling stock in the
resulting aftermarket. The encouragement of an active trading market in the
issuer’s securities was sufficient to require that current adequate information
should be made available to the investing public.
Similarly, spam securities promotion in the absence of current adequate public
information violates the letter and spirit of the Securities Act. Such promotions
encourage trading activity without providing investors with the information
needed to make good investment decisions. We urge the Commission to adopt
the Proposed Rule to expose the activities of spam securities promotions to the
light of transparent disclosure and deprive swindlers of access to easy targets
and illicit profits.
The Nature of Issuer Disclosure
For purposes of determining the type of information regarding the issuer that
should be provided to the market when securities promotion is ongoing, the
proposed rule has relied entirely on the information requirements contained in
Rule 144, which describes the circumstances under which persons that purchase
securities from an issuer may resell such securities without being considered an
underwriter under Section 4(1) of the Securities Act. Reporting issuers are
required to be current in complying with their reporting obligations. Non-reporting
issuers are required to make certain information enumerated in Section 15c2-11
under the Exchange Act publicly available.
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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Investors also need transparency with respect to the promotion. Investors must
be able to identify the securities promoter and persons who finance the
promotion. The nature and amount of consideration paid to the promoter must
be exposed to public scrutiny. Issuers should know who is promoting their
securities so that appropriate restrictions can be placed on their transferability.
Broker-dealers need to know that certain securities they are holding for
customers are held by spammers and their financiers and therefore may not be
sold without registration or an appropriate exemption from registration. Transfer
agents must be able to identify such securities as restricted so that their free
transfer may be blocked.
It is also necessary to clarify the means by which information about the issuer is
made publicly available. Any legitimate securities promotion will clearly identify
where current adequate information about the issuer may be viewed by
investors. In the case of reporting companies, information can easily be
accessed through the SEC’s EDGAR system. For non-reporting companies,
Pink Sheets has created the Pink Sheets News Service, an Internet repository
where issuers can post disclosure and financial information at an extremely low
cost. This information is displayed for free to all investors, regulators and any
other interested person on the Pink Sheets Internet site. We believe that any
venue publishing quotes for non-reporting issuers should make such a repository
available so that there is an appropriate medium for making adequate current
information freely available to investors.
Conclusion
The OTC equity markets form the great salt marsh of this nation’s economy. This
is the market the fuels the dreams of America’s budding entrepreneurs. Every
one of the nation’s greatest companies was once a smaller public company.
This great breeding ground for the nation’s economy is now under attack from
predators, securities promoters filling investors’ email inboxes with spam.
Spammers seek to pollute the OTC equity markets for unlawful gain, leaving
behind a wasteland where nothing can prosper. The Commission’s immediate
action is required to deprive spammers of the profits from illegal activities. The
glaring spotlight of full transparency will drive the crooked securities promoters
away from the OTC equity markets and facilitate recovery from the pollution
caused by the unlawful and deceptive practices of spammers and those who
finance their activities.
We believe that the Proposed Rule will enable investors to easily identify spam
securities promotions as fraudulent, depriving swindlers of easy targets. The
Pink Sheets LLC
304 Hudson Street, 2nd Floor, New York, NY 10013
212.896.4400 - 800 LIST OTC - Fax [phone] or 3828
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Proposed Rule will provide investors with access to information that will greatly
increase their ability to make sound investment decisions. Issuers and brokerdealers
will be obligated to take appropriate action to deprive spammers and
their financiers from profits in pump and dump schemes. In summary, the
Proposed Rule will rid the OTC markets of the spam polluting the market for
smaller public companies so that this great breeding ground for the nation’s
economy will perform its role – the facilitation of small business capital formation
and the efficient allocation of resources within the OTC markets.
We urge the Commission to adopt the Proposed Rule, together with any
modifications that are necessary or desirable to serve the interests of the
investing public and Congressional intent.
Please call me if you have any questions or need any additional information.
Respectfully submitted,
R. Cromwell Coulson
Chief Executive Officer
cc: Chairman Christopher Cox
Commissioner Cynthia A. Glassman
Commissioner Paul S. Atkins
Commissioner Roel C. Campos
Commissioner Annette L. Nazareth

http://sec.gov/rules/petitions/petn4-519.pdf

[youhavenoidea]

http://investorshub.advfn.com/boards/board.asp?board_id=10701


Moderator: billiondollarman Assistants: KindergartenkidBoardmarks: 6
Created: 10/5/2007 3:37:16 PM

The following board has been created to discuss Market Manipulators and Market Manipulation as a whole. In my time
as an investor I have notice brokerage firms and other sources that have used Naked Short Selling,Market Maker tricks,Message boards etc... All of the listed sources have been used over the years to trick investors into selling or buying a stock. If you have any information on new bashing,Market Marker tricks and others please feel free to post that information no this board.
The reason I will not say much about pumping is pumpers can only hurt you if you have lack of DDs. Which bashers used to be that simple but now there are reports of Market Makers and CEO of companies posting on a message board in attempts to bash. Please read the basher handbook that I have posted. It will give you the different classes of bashers.

I will delete Posts that are personal attacks and off topic..

Market Makers Method of STock Manipulation
www.imanet.org/pdf/1832.pdf

Here is a nice link to read on FTDS.. one way of market manipulation..
http://www.financialsense.com/fsu/editorials/kirby/2006/1030.html

Basher Handbook(A Must Read)
http://www.novakcapital.com/bashers.htm

Market Manipulator
http://www.laytheodds.com/articles/163/1/Smart-Money-Trading---Market-Manipulators/Betfair-Trading.h....

Oh and my favorite..
Another one on bashing which their are unconfirm reports of Market Makers joining boards now so they can be apart of this too..

http://www.advancedsmallbusiness.org/positionpaper.htm

Nice little letter back in 2000 put out about Market Markers
http://www.sec.gov/rules/concept/s72499/klaser1.txt

Oh and when Sec was making some changes to the Short Rule Guess who had a problem with it Market Makers hahaha Read this
http://www.forbes.com/wallstreet/2007/06/07/sec-options-cboe-biz-wall_cx_lm_0607options.html


http://www.dailykos.com/story/2005/3/31/0481/68954

http://www.sos.mo.gov/securities/pubs/pennystocks.asp
Manipulation
Especially when there are few or only one market maker, penny stocks are susceptible to price manipulation. A common and easy manipulation is for a broker-dealer to gather a large holding of a penny stock at a very low price. Through the use of high-pressure sales techniques, the sales force of the broker-dealer hypes the stock and stirs up demand, which seemingly justifies the continual rise in prices given by the broker-dealer (which is probably also the only market maker).

The price continues to rise until there are no more investors who will buy, and then the bottom falls out and the price plummets. Sometimes the broker-dealer will buy back the securities at the fallen prices to recapture the stockpile for a future
revival of the stock; more often investors are simply left holding the worthless stock.

[youhavenoidea]

Manipulation

The act of artificially inflating or deflating the price of a security. In most cases, manipulation is illegal. It is much easier to manipulate the share price of smaller companies, such as penny stocks, because they are not as closely watched by analysts as the medium- and large-sized firms.

Also known as "price manipulation".

One way people can deflate the price of a security is by placing hundreds of small orders at a significantly lower price than the one at which it has been trading. This gives investors the impression that there is something wrong with the company, so they sell, pushing the prices even lower. Another example of manipulation would be to place simultaneous buy and sell orders through different brokers that cancel each other out but give the perception, because of the higher volume, that there is increased interest in the security.

[youhavenoidea]

ALL LEASED..ALL MORTGAGED..YOU HAVE NO IDEA

http://www.fmew.com/archive/lies/

Market Manipulation

Internet stock fraud essentially takes the form of "market manipulation" (i.e., the use of devices intended to mislead investors by artificially affecting market activity). See Santa Fe Indus., Inc. v. Green, 430 U.S. 462, 476, 51 L. Ed.2d 480, 493-94 (1977). The advent of the Internet has merely increased the rate at which market manipulation occurs by using such schemes as "pump and dump" and illegal "touting" of stocks.

Congress and the SEC has been dealing with stock fraud since well-before the enactment of The Securities Act of 1933 (the "1933 Act") and The Securities Exchange Act of 1934 (the "1934 Act"). The 1934 Act crystalized Congress and the SEC's attack on stock fraud to protect the investing public. Though market manipulation often involves Sections 9, 10, 14(e), and 15(c) of the 1934 Act, this article focuses solely on Section 10 of the 1934 Act and Rule 10b-5 promulgated thereunder-the most overreaching, "catchall" section dealing with market manipulation.

Section 10(b) of the 1934 Act provides that:

It shall be unlawful for any person, directly or indirectly, by use of any means or instrumentality of interstate commerce or of the mails, or of any facility of any national securities exchanges-

(b) To use or employ, in connection with the purchase or sale of any security registered on a national securities exchange or any security not so registered, any manipulative or deceptive device or contrivance in contravention of such rules and regulations as the [SEC] may prescribe.

See 15 U.S.C. § 78j

Rule 10b-5, promulgated by the SEC under the 1934 Act proscribes that:

It shall be unlawful for any person, directly or indirectly, by the use of any means or instrumentality of interstate commerce, or of the mails or of any facility of any national securities exchange,

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

(b) To make any untrue statements of a material fact or to omit to state a material fact necessary in order to make the statements made, in 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,

in connection with the purchase or sale of any security.

See 17 C.F.R. § 240.10b-5 (1993).

Pump and Dump Stock Fraud

The "pump and dump" scheme is nothing new to the world of stock fraud. What used to take place in "boiler-rooms" with maybe twenty to thirty cold callers has now become a much more efficient and sophisticated scheme via on-line spam e-mail messages. Spam messages are basically the Internet's version of junk mail, and defrauders can easily purchase an e-mail list of likely victims. There even exists a website instructing potential defrauders how to nab unsuspecting investors in a pump and dump scheme.

In the "pump and dump" scheme, the defrauder first accumulates a substantial position in a company trading on the NASDAQ OTC Bulletin Board, for example. Most often this includes creating a position in microcap stocks. What makes microcap stocks so vulnerable to manipulation is that they are, by definition, sensitive to wide stock price swings because they are companies with low or "micro" capitalizations, typically with limited assets, low trading prices, and little publicly available information. See Microcap Stock: A Guide for Investors, Feb. 1999. It is the lack of wide-spread publicly available information which fuels the engine of stock fraud, thus limiting the ability of traders to carefully filter out false information on the Internet. Then, after the close of the market and through the opening of the market the following trading day, the defrauder uses alias screen names to post hundreds of messages about the targeted microcap company on Internet message boards, and send hundreds of "spam" e-mail messages with identical messages. The spam messages and e-mails falsely tout positive things about the microcap company (i.e., that the company is about to be acquired by a well-known blue-chip company at a premium over its current market price.). If the scheme goes as planned, this will cause a surge in the price and volume of the microcap company's stock. When the price has skyrocketed, the defrauder sells his shares in the market he has created, realizing substantial profits per share. This typical "pump and dump" process was adapted from the facts of SEC v. Hogan, No. 00c5637 (N.D. Ill. Sept. 14, 2000).

This scheme takes the "buy low, sell high" theory, combines that with the Internet's graphic ability to make anything look authentic, and packages that together with the seeming ability to remain unidentifiable while simultaneously transmitting information to hundreds of people. In the context of the Internet, this scheme can be seductive to the investing public, for the information at least appears authentic and very official.

Recent Pump and Dump Schemes

Over the past few years, there have been numerous pump and dump schemes on the Internet. Some of the most notable instances, in which the SEC has taken center stage to mount attacks against them, provide good illustrations as to the magnitude of this growing problem and the SEC's response to make the investing public feel comfortable.

Georgetown Law Students

In February and March 1999, a Georgetown University Law School student, Douglas W.Colt, created a scheme to manipulate the shares of four stocks using a free subscription internet site entitled "Fast-Trades.com," increasing the short-term price of each stock by as much as 700%. See SEC v. Colt, Civ. No. 00423 (D.D.C., Mar. 2, 2000). Colt and others targeted and purchased shares of four microcap companies, knowing that his trading activity and that of his subscribers would artificially increase the price. The Defendants purchased shares shortly before the website made its recommendations to its subscribers. Then, according to the SEC, Colt's online stock subscriber site recommended subscribers purchase shares in the companies in which Colt had just purchased shares. As the recommendations drove up the price of the stock, Colt's previously placed stop limit orders kicked in, triggering a sale of his and the other defendants' shares, thus reaping profits of around $345,000. Profiting from the scheme were Colt, his mother, and two of Colt's law school mates. Simultaneous with the filing of the complaint, Colt entered into a final judgment permanently enjoining him from such violative conduct. Based on his alleged financial inability to pay, the Commissioner waived the disgorgement and prejudgment interest and did not seek the imposition of a civil monetary penalty. See SEC v. Colt, Civ. No. 00423 (D.D.C., Mar. 2, 2000), Litig. Rel. No. 164461, 3/2/00.

Manipulation of Pairgain Technologies

In August 1999, Gary D. Hoke, Jr., a former engineer for PairGain Technologies ("PairGain"), who at the time owned shares of PairGain, signed onto the Internet under a false name and posted false messages reporting that publicly traded PairGain was being purchased by an Israeli company. SEC v. Hoke, Civ. No. 99-04262 (C.D. Cal.), Litig. Rel. No. 16266, 8/30/99. Hoke's posting was presumed legitimate because, ingeniously, he provided a direct link to what appeared to be a Bloomberg News Service page containing an announcement of the acquisition, but was really a fabrication by Hoke. Hoke's false reporting created a trading activity in PairGain, substantially pumping up the market price. Hoke settled, agreeing to be permanently enjoined from future violations of the Exchange Act. The proposed final judgment relieves Hoke of all obligations to pay based on a sworn statement of his inability to pay. The most interesting fact is that Hoke allegedly never actually traded his own shares or encouraged others to do so. Peter Ramjug, Reuters,"PairGain Web Hoax: Hoke Grounded," Aug. 30, 1999.

NEI Webworld Pump and Dump

In November 1999, three "twenty-somethings" in California participated in a standard pump and dump scheme when they first accumulated large blocks of NEI Webworld, Inc. ("NEI") for merely pennies a share. SEC v. Aziz-Golshani, et. al., Civ. No. 99-13139 (C.D. Cal. Dec. 15, 1999), Litig. Rel. No. 16391, 12/15/91. At the time, NEI had no assets and was in bankruptcy liquidation. The defendants used computers at UCLA to create numerous Internet message board accounts. Throughout the weekend following their accumulation, the defendants began pumping up the price of NEI by posting false statements that NEI would be acquired by privately held LGC Wireless, Inc., and that the target price was between $5--$10. Their other accounts were used to give the appearance of third party comments regarding the acquisition. Shares of NEI rose from $.13 per share to over $15 per share during the first hour of trading, before subsequently dropping. The defendants allegedly realized approximately $364,000 in profits. In July 2000, an amended complaint broadened the charges to include price manipulation in eleven other companies. See SEC v. Aziz-Golshani, et al., Civ. No. 99-13139, (C.D. Cal. Dec. 15, 1999), Litig. Rel.No. 16620, 7/6/00.

In late January 2001, two of the defendants (Hootan Melamed and Allen Derzzakharian) settled with the SEC, agreeing to surrender substantially all of their illegal trading profits (approximately $211,000) and consenting to the entry of permanent injunctions from future violations of Section 17(a) of the 1933 Act and Section 10(b) of the 1934 Act and Rule 10b-5 thereunder. See SEC v. Aziz-Golshani, et al., Civ. No. 99-13139 (C.D. Cal. Dec. 15, 1999), Litig. Rel. No. 16867 (1/23/01). The SEC civil case against Aziz-Golshani is still pending as well as criminal charges against him by the United States Attorney.

"AOL Investment Snapshot" Scam

James Sheret, Jr. and Glenn E. Conley allegedly disseminated false spam messages fraudulently manipulating the share price of 57 thinly-traded companies. See SEC v. Sheret, Civ. No. 1411 (S.D.N.Y.), Litig. Rel. No. 16453, 2/24/00. The messages prepared by Sheret and Conley misrepresented that they emanated from or were endorsed by America Online, Inc. After the prices of the shares rose, the defendants sold their personal holdings allegedly making profits of approximately $330,000. In addition to civil charges alleging violation of Section 10(b) of the 1934 Act, the U.S. Attorney for the Southern District of New York also filed criminal charges alleging securities fraud.

Gursel Mandaci Scheme

In yet another pump and dump scheme, twenty-five year old Mandaci purchased thinly-traded penny stocks through an online broker. Then, in keeping with the typical pump and dump technique, he logged onto the Internet and posted several messages using three different identities-to give the impression of widespread interest in the stock. The messages allegedly contained false information and baseless price predictions. Following a run-up in the stock, Mandaci sold, making more than $23,000 in six stocks he manipulated. SEC v. Mandaci, Civ. No. 00-CIV-6635 (S.D.N.Y. 9/5/00), Litig. Rel. No. 16682 (9/6/00).

TnTStock.com Scheme

In a recent SEC litigation release, the SEC indicated it filed a complaint against brothers Byron and Jared Leisek (ages 22 and 25, respectively) for market manipulation resulting from their stock picking website, TnTStock.com. According to the SEC, the defendants purchased shares in profiled companies, placed limit orders to sell the shares at higher than then-current market prices, and then issued recommendations for such stock on their website. The defendants allegedly made close to $200,000 in profits from this scheme. See SEC v. Leisek, et. al., No. CV 01-6084 (AA) (D. Or.), Litig. Rel. No. 16921, 3/01/01. The defendants allegedly sold their shares within thirty minutes of the release of their recommendations.

Emulex Pump and Dump

In perhaps one of the most widely publicized, broad reaching pump and dump scams to date, defendant Mark S. Jakob first sold short Emulex stock on August 17 and 18, 2000, in anticipation of its decline. However, within a week, the stock rose $33 per share above the short-sale price, resulting in over $97,000 in unrealized losses for Jakob. In a scheme to reduce the share price of Emulex, Jakob used an alias and purported to act on behalf of Emulex by sending e-mail instructing Internet Wire (a web-based news-release service for which Jakob was formerly employed) to issue an attached press release that Emulex was under SEC investigation, that its CEO resigned, and that it would revise its earnings to report a loss instead of a profit. See SEC v. Jakob, Civ. No. EDCV-00-687 VAP (C.D. Cal.), Litig. Rel. No. 16671, 8/31/00. The presumably official press release wreaked havoc on Wall Street, initially dropping Emulex shares almost $61 in just 16 minutes of trading (resulting in a $2.2B loss in market capitalization). Followings the issuance of the false press release, Jakob covered his short position, wherein he realized a profit of over $240,000. The word spread rapidly due to news casts on CNBC-TV and Bloomberg News as well as internet postings on Yahoo! Finance and RealMoney.com (posted by the well-renowned market-maker James Cramer). See Erin White and Aaron Elstein, "Bogus Report Sends Emulex on a Wild Ride," The Wall Street Journal, Aug. 28, 2000, C1. It was the wide-spread reporting which added the assumed truth to such statements. The SEC's complaint alleged Jakob's violation of Section 10(b) and Rule 10b-5 of the 1934 Act and section 17(a) of the 1933 Act.

In a matter separate from the civil action, Jakob pleaded guilty on December 29, 2000, to criminal charges of two counts of securities fraud and one count of wire fraud for creating and distributing false Emulex press releases over the Internet. See SEC v. Jakob, CR 00-1002-DT (C.D. Cal.), Litig. Rel. No. 16857, 1/8/01. Under the guilty plea, Jakob is subject to a maximum of 25 years in prison, a maximum fine equal to two times the $110 million in investor losses and an order of restitution up to $110 million payable to the victims he defrauded.

Separate from either of the above actions, a class action suit was also filed on behalf of defrauded investors against Internet Wire, Inc. and Bloomberg, L.P. in connection with alleged reckless dissemination of the false information. See Hart v. Internet Wire, Inc., et al., (S.D.N.Y. Aug. 31, 2000).

Jonathan Lebed's Pump and Dump Scheme

The most recent high-profile SEC crackdown of internet stock fraud came in September 2000. Allegedly, from August 1999 to February 2000, teenager Jonathan G. Lebed used the Internet to manipulate shares in microcap stocks. Lebed first purchased a large block of thinly-traded micro-cap stocks. Lebed then sent several false and/or misleading "spam" messages to various Yahoo! Finance message boards wherein Lebed pumped up the price of the stock he had recently purchased. Then, when the price rose, Lebed sold all of his shares at a proft. The posting of the "spam" messages, which were through several fictitious author names, specifically included baseless price predictions, some of which claimed that a company's stock would rise from $2 per share to more than $20 per share "very soon." See "SEC Brings Fraud Charges in Internet Manipulation Scheme: Settlement Calls for Return of $285,000 in Illegal Gains," Rel. 2000-135. The case was settled without admitting or denying liability whereby Lebed agreed to an administrative cease and desist order, agreeing to return $285,000.

[youhavenoidea]

SYNS — Synesi, Inc.
Com ($0.0000001)
Primary Venue: Pink Sheets


Pink Sheets has discontinued the display of quotes on pinksheets.com for this security because it has been labeled Caveat Emptor (Buyer Beware) and because adequate current information has not been made available by the issuer of the securities. It has been labeled Caveat Emptor for one of the following reasons.
The security is being promoted to the public, but adequate current information about the issuer has not been made available to the public;
The security has been quoted on an unsolicited basis since it entered the public markets and the issuer has not made adequate current information available to the public; or
The security is the subject of a spam promotion having the effect of encouraging trading of the issuer's securities, or represents, in Pink Sheets view, a public interest concern.
Consequently, Pink Sheets has removed the quotes from this website until adequate current information is made available by the issuer pursuant to Pink Sheets Guidelines for Providing Adequate Current Information (PDF) and until Pink Sheets believes there is no longer a public interest concern. Investors are encouraged to use care and due diligence in their investment decisions. Please read our Investor Protection page for more information.

[youhavenoidea]

THE BUYING IS PART OF THEIR LITTLE CORRUPT CIRCLE IN MY OPINION. AND WHEN YOU OWN THE FLOAT, YOU CAN MANIPULATE THE STOCK PRICE ANY WAY YOU WANT.

STAY TUNED