-------------------- BEGINNING OF PAGE #1 ------------------- U.S. SECURITIES AND EXCHANGE COMMISSION Litigation Release No. 14689 / October 12, 1995 SECURITIES AND EXCHANGE COMMISSION v. RICHARD J. SMITH, Civil Action No. 95-6440 MRP (C.D. Cal.) The Securities and Exchange Commission ("Commission") filed a complaint on September 27, 1995, in the United States District Court for the Central District of California against Richard J. Smith ("Richard Smith") alleging insider trading in connection with his and his tippees' sales and/or short sales of PDA Engineering ("PDA") stock in June and July 1993 prior to a public announcement by PDA, on August 19, 1993, that its 1993 fourth quarter earnings had dropped to $.10 per share from 1992's fourth quarter earnings of $.17 per share, or a 41% decline. The Commission alleges in its complaint that between mid- April 1993 and July 20, 1993, Richard Smith, while acting as PDA's vice-president and North American Sales Manager for its Software Division, became aware of material, nonpublic information concerning PDA's 1993 fourth quarter financial results and, in June 1993, traded 51,445 PDA shares while in possession of this information. The complaint further alleges that Smith conveyed this material, nonpublic information to Angela Bravo de Rueda, a PDA employee with whom Richard Smith maintained a close, personal relationship, and David Smith, his father, who each sold all of their PDA shares, and in the case of David Smith, sold PDA shares short. In addition, the complaint alleges that in July 1993, Richard Smith sold short a total of 35,000 PDA shares while in possession of the material, nonpublic information concerning PDA's 1993 fourth quarter financial results. As a result of Richard Smith's trading, the complaint alleges combined profits and losses avoided of $121,667.95. Further, the complaint alleges that Richard Smith's tippees, Angela Bravo de Rueda and David Smith, avoided losses and/or gained profits of $136.66 and $16,497, respectively. The Commission's complaint against Richard Smith seeks a permanent injunction from future violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and disgorgement of his and his tippees' trading profits gained and/or losses avoided with prejudgment interest thereon.