2. Lund’s scheme involved several steps. After taking control of a private company, including a nominee president and directors, he issued 150,000 shares of the company to himself and 150,000 shares in the name of each nominee director. Lund maintained control over those shares. When the opportunity arose, he initiated a 25:1 forward stock split of his private company, increasing the private company shares under his control to 15 million. He then created a new company – Mosaic – by orchestrating a reverse-merger between his private company and a public shell.

3. After the merger, the 15 million shares Lund controlled were no longer shares of the private company, but instead represented a right to newly issued restricted shares of Mosaic. Lund effectively controlled over 30% of Mosaic’s total outstanding shares. In addition, Lund set himself up as Mosaic’s transfer agent. As Lund knew, the issuance of these Mosaic shares was not registered under the Securities Act of 1933 (“Securities Act”). Because these were newly issued securities and they were under the control of a control person, Lund, as Mosaic’s transfer agent, should have ensured that the securities were properly marked with a restrictive legend, warning brokers and other market participants that the shares could not be freely re-sold. Instead, Lund fraudulently ensured that the certificates did not have such a restrictive legend, misrepresented to market participants that the shares under his control were free trading, and tried to cover up his illegal distribution by creating bogus transfer agent records. He immediately distributed millions of those shares for resale into the public to consultants working for Mosaic who sold substantial shares into the public market. Lund also promptly began selling his own shares into the public market, reaping $700,000 in illegal proceeds.

4. Months after the merger, during the same time regulators began making inquiries related to Mosaic, Lund took an even further step to try to hide his misconduct. He tricked an attorney into providing a backdated and false opinion letter describing the shares as free trading and stating that the shares could be transferred without a restrictive legend. Lund added this backdated letter to his transfer agent files and produced it to the Commission staff. Finally, he testified falsely to Commission staff that he had relied on the opinion letter when he removed the restrictive legends.

Case 2:09-cv-01050-SA Document 2 Filed 11/30/2009
Complaint
SEC v. Lund, et al.
http://www.sec.gov/litigation/complaints/2009/comp21317.pdf

SEC Charges Whitney Lund with Securities Fraud, Unregistered Stock Distribution and Aiding and Abetting Transfer Agent Regulations

Litigation Release No. 21317 / December 1, 2009

Securities and Exchange Commission v. Whitney D. Lund, Sr. and Standard Transfer & Trust Co., Civil Action No. 2:09-CV-1050 (D. Utah.)(Nov. 30, 2009)

SEC Charges Whitney Lund with Securities Fraud, Unregistered Stock Distribution and Aiding and Abetting Transfer Agent Regulations

On November 30, 2009, the Securities and Exchange Commission filed a civil injunctive action in the U.S. District Court for the District of Utah against Whitney D. Lund, Sr. and Standard Transfer & Trust, a registered transfer agent. In its Complaint, the SEC charges Lund with abusing the gate-keeping responsibility he had as president of Standard Transfer & Trust by improperly distributing restricted stock certificates of Mosaic Nutraceuticals Corp. after fraudulently issuing the certificates without the proper restrictive legends. He did this as part of a scheme to profit from the sale of Mosaic shares he owned and controlled, and, as a result of his actions, market participants were misled into treating these restricted securities as free trading. To cover his scheme and reap more than $700,000 in illicit profits, according to the Complaint, Lund falsified transfer agent records and obtained a materially false and misleading attorney opinion letter that was backdated at Lund’s direction in an effort to make his distribution of Mosaic stock appear legitimate. In addition, according to the Complaint, Lund testified falsely during the SEC’s investigation, claiming that he relied on this opinion letter when he made the distribution. The Complaint further charges Standard Transfer & Trust from violating multiple regulations governing the conduct of transfer agents and Lund with aiding and abetting those violations.

The Complaint alleges that Lund violated Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934 (Exchange Act), and Sections 17(a), 5(a), and 5(c) of Securities Act of 1933 (Securities Act). The Complaint also alleges that Standard Transfer & Trust violated Sections 17(a)(3), 17A(c)(2) and 17A(d)(1) of the Exchange Act and Rules 17Ac2-1, 17Ac2-2, 17Ad-2, 17Ad-3, 17Ad-6, 17Ad-10, 17Ad-12, 17Ad-13, 17Ad-17, 17Ad-19 and 17f-1 thereunder and that, through his actions, Lund aided and abetted these violations. The Complaint requests that the court permanently enjoin the defendants from future violations of the federal securities laws, order the defendants to pay financial penalties, and order Lund to disgorge ill-gotten gains, plus prejudgment interest. The complaint also asks the court to bar Lund from participating in an offering of penny stock.

SEC Complaint in this matter
http://www.sec.gov/litigation/complaints/2009/comp21317.pdf


http://www.sec.gov/litigation/litreleases/2009/lr21317.htm

not bad eh ?!

Very nice mancip!

Nice call Mancip ! Wish I was in.

NWAU, told you

Some related News!

FDA Failed Public on Vioxx -- Scientist

29 minutes ago Health - Reuters


By Lisa Richwine

WASHINGTON (Reuters) - The U.S. Food and Drug Administration (news - web sites) failed to protect the public from Merck & Co. Inc.'s (NYSE:MRK - news) now-withdrawn painkiller Vioxx and is incapable of guarding America from dangerous drugs, a veteran FDA (news - web sites) researcher told Congress on Thursday.


Reuters Photo


AFP
Slideshow: Merck Pulls Arthritis Drug Vioxx From Market

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Dr. David Graham, a 20-year FDA scientist who had warned about heart risks with the Vioxx arthritis pill, called the agency's oversight of the drug "a profound regulatory failure."


Concerns about a link between the medication and heart problems were building during more than four years on the market. The FDA required a warning about possible heart risks but felt the drug's benefits, few ulcers and less stomach bleeding, made it worth keeping on the market.


Merck Chief Executive Raymond Gilmartin said the company had believed wholeheartedly in Vioxx and had followed a rigorous scientific procedure every step of the way.


"In fact, my wife was taking Vioxx ... up until the day we withdrew it from the market," Gilmartin told the Senate Finance Committee.


Millions of Americans had used Vioxx before Merck withdrew the drug on Sept. 30 after a study showed the medicine doubled heart attack and stroke risk.


"I would argue the FDA as currently configured is incapable of protecting America against another Vioxx. We are virtually defenseless," said Graham, associate director for science in the FDA's Office of Drug Safety.


Graham estimated Vioxx had caused between 88,000 and 139,000 excess cases of heart attack and stroke.


Gilmartin and FDA official Dr. Sandra Kweder said those numbers were projections and there was no way of knowing the actual number.


Committee Chairman Charles Grassley, an Iowa Republican, said he worried the FDA was "far too cozy" with drug companies and an independent drug safety office might be needed.


Kweder, deputy director of the FDA's Office of New Drugs, said the agency "worked actively and vigorously with Merck to inform public health professionals of what was known regarding (cardiovascular risk) with Vioxx and to pursue further definitive investigations."


Kweder also declined to fault Merck: "I believe that Merck acted responsibly once the problem was recognized."


Graham said he felt pressured by supervisors to water down his findings, from a study of patient insurance records, that Vioxx users had a 50 percent greater chance of heart attack and sudden cardiac death than people who took Pfizer Inc.'s (NYSE:PFE - news) rival Celebrex.


Graham named five medicines currently on the market that he believes need closer scrutiny for safety: Abbott Laboratories Inc.'s (NYSE:ABT - news) weight-loss drug Meridia, AstraZeneca Plc's (AZN.L) cholesterol-lowering drug Crestor, Pfizer Inc.'s (PFE.N) painkiller Bextra, Roche's (ROG.VX) acne drug Accutane, and GlaxoSmithKline Plc's (GSK.L) asthma drug Serevent.


Kweder disagreed. "I do not have reason to believe that set of five drugs is specifically more concerning," she said.


Graham said during his career he had recommended 12 drugs be withdrawn from the market, and 10 of them were pulled.


In a statement on Wednesday, acting FDA Commissioner Lester Crawford said Graham had violated procedures when he submitted his Vioxx research to a medical journal without FDA clearance.





Grassley said Crawford's statement appeared intended to intimidate a witness.

Vioxx was the second example this year of the FDA not respecting its own scientists, Grassley said. Another FDA reviewer, Dr. Andrew Mosholder, had warned antidepressants were linked to suicidal behavior in youth, but supervisors initially kept him from making those views public.

Grassley also faulted Merck for aggressively marketing Vioxx in the nearly two years between submitting results of a trial to the FDA in June 2000 showing a higher incidence of cardiac problems with Vioxx, and the FDA approving a new label detailing those risks in April 2002.

Merck's Gilmartin insisted the firm had acted properly with Vioxx. "Over the past six years, we have promptly disclosed results of numerous Merck-sponsored studies to the FDA, physicians, the scientific community and the media," he said.

hi gmc and good afternoon to all. gmc would you PM me?

In WLSF Ave @ $0.90

finally at the level I originally bought it at

maybe close enough! LOL!

don't know how accurate that is...lol

That was fast! Thanks!

MAY 2004
Epublishedbooks.com Acquires 100% Of Westchester Group Inc. And Changes Name To Mosaic Nutriceuticals Corp.

For Immediate Release

LAS VEGAS, Nevada/EWORLDWIRE/May 27, 2004 --- ePublishedBooks.COM (Cusip #29438P 10 5)(Pinksheets: EPBL) today announced that it has acquired 100% of issued and outstanding shares of Westchester Group Inc.

Westchester Group owns development and marketing rights for various nutraceutical "chew" products. The company is in the process of bringing this new line of health products to market.

EPBL is issuing 32,062,500 shares of $.001 par value common voting stock for each of the issued and outstanding shares of Westchester. Shares thus converted shall be deemed for all corporate purposes (other than the payment of dividends) to evidence the ownership of the number of fully paid, non-assessable shares of $.001 par value common voting stock of the surviving corporation into which shares of Westchester common stock shall have been so converted.

Pre-merger EPBL effected a three to one stock split resulting in 5,949,300 common shares of EPBL issued and outstanding.

In addition, EPBL agreed to issue a total of 11,000,000 shares of restricted stock to Westchester directors Charles Townsend and John Castleberry as part of the merger. Post-merger there were 49,011,800 shares of $.001 par value common stock of EPBL, the Surviving Corporation, issued and outstanding.

EPBL will immediately apply for a new trading symbol from the NASD to reflect its name change to Mosaic Nutriceuticals Corp. and to make application for a new CUSIP number with Standard & Poors.

Statements in this release are made pursuant to the "Safe Harbor" provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risk and uncertainties including, without limitation, continued acceptance of the Company's services, increased levels of competition for the Company and dependence on the performance of the Management of the Company.

CONTACT:
Charles Townsend
Mosaic Nutriceuticals Corp.
PHONE. 469-556-2986
Fax: 214-447-9235
Email: townsend@airmail.net

http://www.mosaicnutracorp.com/previous.htm

O/S and float anyone?