    [United States Government Manual]
    [June 01, 2005]
    [Pages 510-515]
    [From the U.S. Government Publishing Office, www.gpo.gov]

    SECURITIES AND EXCHANGE COMMISSION

    450 Fifth Street NW., Washington, DC 20549

    Phone, 202-551-7500. Internet, www.sec.gov.
    Chairman                                          William H. Donaldson
    Commissioners                                     Paul Atkins, Roel
                                                              Campos,
                                                              Cynthia
                                                              Glassman,
                                                              Harvey
                                                              Goldschmid
    Managing Executive for Policy and Staff           Joseph A. Hall
    Managing Executive for Operations and Management  Peter Derby
    Managing Executive for External Affairs           (vacancy)
        Director, Office of Legislative               Jane Cobb
                Affairs
        Director, Office of Public Affairs            (vacancy)
        Director, Office of Investor                  Susan Ferris-Wyderko
                Education and Assistance
    Secretary                                         Jonathan G. Katz
    Executive Director                                James M. McConnell
        Associate Executive Director, Office          Jeffrey Risinger
                of Human Resources
        Associate Executive Director, Office          Anne O'Donoghue
                of Administrative Services
        Associate Executive Director, Office          Margaret J. Carpenter
                of Financial Management
        Associate Executive Director, Office          Kenneth A. Fogash
                of Filings and Information
                Services
    General Counsel                                   Giovanni P. Prezioso
    Director, Division of Corporation Finance         Alan L. Beller
    Director, Division of Enforcement                 Stephen M. Cutler
    Director, Division of Investment Management       (vacancy)
    Director, Division of Market Regulation           Annette L. Nazareth
    Director, Office of Compliance Inspections and    Lori A. Richards
            Examinations
    Chief Accountant                                  Donald T. Nicolaisen
    Chief Administrative Law Judge                    Brenda P. Murray
    Chief Economist                                   Chester Spatt
    Chief Information Officer, Office of Information  R. Corey Booth
          Technology
    [[Page 511]]

    Director, Office of International Affairs         Ethiopis Tafara
    Director, Office of Equal Employment Opportunity  Deborah K. Balducchi
    Inspector General                                 Walter J. Stachnik

    [For the Securities and Exchange Commission statement of organization,
            see the Code of Federal Regulations, Title 17, Part 200]

    ------------------------------------------------------------------------

    The Securities and Exchange Commission administers Federal securities
    laws that seek to provide protection for investors; to ensure that
    securities markets are fair and honest; and, when necessary, to provide
    the means to enforce securities laws through sanctions.

    The Securities and Exchange Commission (SEC) was created under authority
    of the Securities Exchange Act of 1934 (15 U.S.C. 78a-78jj) and was
    organized on July 2, 1934. The Commission serves as adviser to United
    States district courts in connection with reorganization proceedings for
    debtor corporations in which there is a substantial public interest. The
    Commission also has certain responsibilities under section 15 of the
    Bretton Woods Agreements Act of 1945 (22 U.S.C. 286k-1) and section
    851(e) of the Internal Revenue Code of 1954 (26 U.S.C. 851(e)).
        The Commission is vested with quasi-judicial functions. Persons
    aggrieved by its decisions in the exercise of those functions have a
    right of review by the United States courts of appeals.

    Activities

    Full and Fair Disclosure  The Securities Act of 1933 (15 U.S.C. 77a)
    requires issuers of securities and their controlling persons making
    public offerings of securities in interstate commerce or through the
    mail to file with the Commission registration statements containing
    financial and other pertinent data about the issuer and the securities
    being offered. There are limited exemptions, such as government
    securities, nonpublic offerings, and intrastate offerings, as well as
    certain offerings not exceeding $1.5 million. The effectiveness of a
    registration statement may be refused or suspended after a public
    hearing if the statement contains material misstatements or omissions,
    thus barring sale of the securities until it is appropriately amended.
    Regulationof Companies Controlling Utilities  TheCommission regulates
    the purchase and sale of securities and assets by companies in electric
    and gas utility holding company systems, their intrasystem transactions
    and service, and management arrangements. It limits holding companies to
    a single coordinated utility system and requires simplification of
    complex corporate and capital structures and elimination of unfair
    distribution of voting power among holders of system securities.
        The purchase and sale of utility properties and other assets may not
    be made in contravention of rules, regulations, or orders of the
    Commission regarding the consideration to be received, maintenance of
    competitive conditions, fees and commissions, accounts, disclosure of
    interest, and similar matters. In passing upon proposals for
    reorganization, merger, or consolidation, the Commission must be
    satisfied that the objectives of the act generally are complied with and
    that the terms of the proposal are fair and equitable to all classes of
    securities holders affected.
    Regulationof Investment Advisers  Persons who, for compensation, engage
    in the business of advising others with respect to securities must
    register with the Commission. The Commission is authorized to define
    what practices are considered fraudulent or deceptive and to prescribe
    means to prevent those practices.
    Regulationof Mutual Funds and Other Investment Companies  The Commission
    registers investment companies and regulates their activities to protect
    investors. The regulation

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    covers sales load, management contracts, composition of boards of
    directors, and capital structure. The Commission must also determine the
    fairness of various transactions of investment companies before these
    actually occur.
        The Commission may institute court action to enjointhe consummation
    of mergers and other plans of reorganization of investment companies if
    such plans are unfair to securities holders. It also may impose
    sanctions by administrative proceedings against investment company
    management for violations of the act and other Federal securities laws
    and file court actions to enjoin acts and practices of management
    officials involving breaches of fiduciary duty and personal misconduct
    and to disqualify such officials from office.
    Regulationof Securities Markets  The Securities Exchange Act of 1934
    assigns to the Commission broad regulatory responsibilities over the
    securities markets, the self-regulatory organizations within the
    securities industry, and persons conducting a business in securities.
    Persons who execute transactions in securities generally are required to
    register with the Commission as broker-dealers. Securities exchanges and
    certain clearing agencies are required to register with the Commission,
    and associations of brokers or dealers are permitted to register with
    the Commission. The Act also provides for the establishment of the
    Municipal Securities Rulemaking Board to formulate rules for the
    municipal securities industry.
        The Commission oversees the self-regulatory activities of the
    national securities exchanges and associations, registered clearing
    agencies, and the Municipal Securities Rulemaking Board. In addition,
    the Commission regulates industry professionals, such as securities
    brokers and dealers, certain municipal securities professionals,
    government securities brokers and dealers, and transfer agents.
    Rehabilitation of Failing Corporations  In cases of corporate
    reorganization proceedings administered in Federal courts, the
    Commission may participate as a statutory party. The principal functions
    of the Commission are to protect the interests of public investors
    involved in such cases through efforts to ensure their adequate
    representation, and to participate in legal and policy issues that are
    of concern to public investors generally.
    Representation of Debt Securities Holders  The Commission safeguards the
    interests of purchasers of publicly offered debt securities issued
    pursuant to trust indentures.
    EnforcementActivities  The Commission's enforcement activities are
    designed to secure compliance with the Federal securities laws
    administered by the Commission and the rules and regulations adopted
    thereunder. These activities include measures to do the following:
        --compel compliance with the disclosure requirements of the
    registration and other provisions of the relevant acts;
        --prevent fraud and deception in the purchase and sale of
    securities;
        --obtain court orders enjoining acts and practices that operate as a
    fraud upon investors or otherwise violate the laws;
        --suspend or revoke the registrations of brokers, dealers,
    investment companies, and investment advisers who willfully engage in
    such acts and practices;
        --suspend or bar from association persons associated with brokers,
    dealers, investment companies, and investment advisers who have violated
    any provision of the Federal securities laws; and
        --prosecute persons who have engaged in fraudulent activities or
    other willful violations of those laws.
        In addition, attorneys, accountants, and other professionals who
    violate the securities laws face possible loss of their privilege to
    practice before the Commission.
        To this end, private investigations are conducted into complaints or
    other indications of securities violations. Evidence thus established of
    law violations is used in appropriate administrative proceedings to
    revoke

    [[Page 514]]

    registration or in actions instituted in Federal courts to restrain or
    enjoin such activities. Where the evidence tends to establish criminal
    fraud or other willful violation of the securities laws, the facts are
    referred to the Attorney General for criminal prosecution of the
    offenders. The Commission may assist in such prosecutions.

                              Regional/District Offices--Securities and Exchange Commission
                                    (R: Regional Director; D: District Administrator)
    ----------------------------------------------------------------------------------------------------------------
             Region/District                      Address                        Official                Telephone
    ----------------------------------------------------------------------------------------------------------------
    Northeast
      New York, NY..................  The Woolworth Bldg., 233        Mark K. Schonfeld (R)             646-428-1500
                                       Broadway, 10279
      Boston, MA....................  Suite 600, 73 Tremont St.,      Peter Bresnan, Acting (D)         617-424-5900
                                       02108-3912
      Philadelphia, PA..............  Suite 2000, 701 Market St.,     Arthur S. Gabinet (D)             215-597-3100
                                       19106-1532

    Southeast
      Miami, FL.....................  Suite 1800, 801 Brickell Ave.,  David P. Nelson (R)               305-536-4700
                                       33131
      Atlanta, GA...................  Suite 1000, 3475 Lenox Rd.      Richard P. Wessel (D)             404-842-7600
                                       NE., 30326-1232

    Midwest
      Chicago, IL...................  Suite 900, 175 W. Jackson       Merri Jo Gillette (R)             312-353-7390
                                       Blvd., 60604

    Central
      Denver, CO....................  Suite 1500, 1801 California     Randall J. Fons (R)               303-844-1000
                                       St., 80202-2656

      Fort Worth, TX................  Burnett Plaza, Suite 1900, 801  Harold F. Degenhardt (D)          817-978-3821
                                       Cherry St. Unit 18, 76102-
                                       6882
      Salt Lake City, UT............  Suite 500, 50 S. Main St.,      Kenneth D. Israel, Jr. (D)        801-524-5796
                                       84144-0402

    Pacific
      Los Angeles, CA...............  11th Fl., 5670 Wilshire Blvd.,  Randall R. Lee (R)                323-965-3998
                                       90036-3648
      San Francisco, CA.............  Suite 1100, 44 Montgomery St.,  Helane Morrison (D)               415-705-2500
                                       94104
    ----------------------------------------------------------------------------------------------------------------

    Sources of Information

    Inquiries regarding the following matters should be directed to the
    appropriate office, Securities and Exchange Commission, 450 Fifth Street
    NW., Washington, DC 20549.
    Contracts  Inquiries regarding SEC procurement and contracting
    activities should be directed to the Office of Administrative Services.
    Phone, 202-551-7300.
    Electronic Access  Information on the Commission is available through
    the Internet at www.sec.gov.
    Employment  With the exception of the attorney category, positions are
    in the competitive civil service, which means applicants must apply for
    consideration for a particular vacancy and go through competitive
    selection procedures. The Commission operates a college and law school
    recruitment program, including on-campus visitations for interview
    purposes. Inquiries should be directed to the Office of Human Resources.
    Phone, 202-942-7320. Fax, 202-942-9619.
    Investor Assistance and Complaints  The Office of Investor Education and
    Assistance answers questions from investors, assists investors with
    specific problems regarding their relations with broker-dealers and
    companies, and advises the Commission and other offices and divisions
    regarding problems frequently encountered by investors and possible
    regulatory solutions to such problems. Phone, 202-551-6339. Consumer
    information line, 800-SEC-0330. Fax, 202-942-9634. Complaints and
    inquiries may also be directed to any regional or district office.
    Publications  Blank copies of SEC forms and other publications are
    available in the Publications Unit. Phone, 202-942-4040.
    Reading Rooms  The Commission maintains a public reference room (phone,
    202-942-8090) in Washington, DC, where registration statements and other
    public documents filed with the Commission are available for public
    inspection. Copies of public material may be purchased from the
    Commission's contract copying service at prescribed rates. The
    Commission also maintains a library (phone, 202-942-

    [[Page 515]]

    7090; fax, 202-942-9629) where additional information may be obtained.
    Small Business Activities  Information on securities laws that pertain
    to small businesses in relation to securities offerings may be obtained
    from the Commission. Phone, 202-942-2950.

    For further information, contact the Office of Public Affairs,
    Securities and Exchange Commission, 450 Fifth Street NW., Washington, DC
    20549-0211. Phone, 202-942-0020. Fax, 202-942-9654. Internet,
    www.sec.gov.

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