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U.S. Securities and Exchange Commission


Litigation Release No. 20535 / April 23, 2008

Securities and Exchange Commission v. Michael W. Crow, Duncan Capital LLC, Duncan Capital Group LLC, Robert David Fuchs, and Robert MacGregor, 07-Civ-3814 (CM)(S.D.N.Y.)

Robert MacGregor Ordered to Pay $655,115 to Settle Charges of Violating the Broker-Dealer Registration Requirements

The Commission announced today that on April 11, 2008, a final judgment was entered by consent against Robert MacGregor, permanently enjoining him from aiding and abetting future violations of Section 15(b)(7) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 15b7-1 thereunder, in the civil action entitled Securities and Exchange Commission v. Michael W. Crow, et al., Civil Action Number 07 Civ. 3814 (CM), in the United States District Court for the Southern District of New York. The final judgment also orders MacGregor to disgorge $480,563 in ill-gotten gains, together with prejudgment interest of $114,552, and to pay a civil penalty in the amount of $60,000, for total monetary relief of $655,115, plus postjudgment interest. MacGregor, 42 years old, is a resident of New York, New York.

The Commission's first amended complaint (complaint) alleges that from November 2003 through at least January 2005, MacGregor was an employee of, and associated with, Duncan Capital LLC, a broker-dealer registered with the Commission, while MacGregor was not registered with the National Association of Securities Dealers (NASD). The complaint further alleges that, during the relevant period, Duncan Capital's sole business was arranging private investment in public equity (PIPE) offerings for small cap companies. As the placement agent, Duncan Capital solicited investors and received a fee from the issuers based on the amounts it raised. MacGregor allegedly conducted brokerage activities for Duncan Capital on many of these PIPE offerings, even though he knew that he was not registered with, and that he was required to be registered with, the NASD, and knew that he had not passed the examinations required in order to conduct his activities. The complaint further alleges that MacGregor received hundreds of thousands of dollars in commissions as a result of his brokerage activities.

In related administrative proceedings, MacGregor agreed to be barred from association with any broker or dealer with the right to reapply for association after one year to the appropriate self-regulatory organization, or if there is none, to the Commission. MacGregor consented to the entry of the final judgment in the civil action without admitting or denying any of the allegations in the complaint.

The action was commenced on May 15, 2007, and is continuing against the other defendants.

See also Litigation Release No. 20117 (May 15, 2007).

SEC Amended Complaint in this matter



Modified: 04/23/2008