Bernie Madoff SEC Documents Exhibit 0011

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Bernie Madoff Court Case Exhibits and Documents released by the SEC to the public October 2009

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Page UNITED STATES SECURITIES AND EXCHANGE COMMISSION 1 In the Matter of: File No. GIG-509 GIG-509 WITNESS: PAGES: PLACE: Number 1 through Securities 100 F 11 66 and Street, i-I ORIGINAL Exchange N.E., Room Commission 2264 Washington, DATE: Wednesday, D.C. March 25, 2009 The to notice, above-entitled at 11:02 a.m. matter came on for hearing, pursuant Diversified Reporting (202) 467-9200 Services, Inc. MADOFF EXHIBITS-00264 Page 1 APPEARANCES: 2 3 4 On behalf HEIDI of the Securities ESQ., and Assistant Exchange Commission: STEIBER, Investigator 5 6 7 8 9 10 CHRISTOPHER WILSON, ESQ., Office Securities 100 F Street, DC Assistant Investigator of the and Inspector Exchange NE 20549 General Commission Washington, 11 On behalf of the Witness: 12 13 OCIE Staff Attorney , pro se 14 15 16 17 18 19 20 21 22 23 24 25 MADOFF EXHIBITS-00265 Page 1 CONTENTS 3 2 WITNESS: OCIE Staff Attorney EXAMINATION 3 6 5 EXHIBITS: DESCRIPTION IDENTIFIED 6 7 8 1 E-mail, and T. OCIE Staff Attorney to M. Daug~erty 11 Eidt, 8/27/03 2 Complaint, ~ M. Kelly, 5/21/03 OCIE Staff Attorney to · 14 to T. Eidt, cc 9 10 3 E-mail, 11 12 13 14 15 4 T. Stickley and M. Daugherty, 17 9/11/03 E-mail, Daugherty Madoff OCIE Staff Attorney to Stickley, 9/12/03 T. Eidt, with cc and memo, 21 16 17 5 E-mail, 10/20/03 OCIE Staff Attorney to E. Swanson, 23 18 19 20 21 6 E-mail, 10/31/03 OCIE Staff Attorney to E. Swanson, 24 OCIE Staff Attorney 7 Memo, examination of to E. Swanson, execution re Madoff 22 23 24 25 quality, 8 E-mail,B. 11/10/03 OCIE Staff Attorney 30 to A. Sadowski 33 MADOFF EXHIBITS-00266 Page 4 1 2 Whereupon, PROCEEDINGS OCIE Staff Attorney 4 was called as a witness, and, havingbeen first duly sworn, as follows: 11 a.m. on 5 was examined and testified 6 MR.WILSON: are on the record at We 7 March 2009,at the Securities and Exchange 25, Commission, 8 located at 100 F Street, Northeast, Washington D.C. 9 10. the record? Couldyouplease state and spell your full namefor OCIE Staff Attorney 11 OCIE Staff Attorney THE WITNESS: nameis My e, 12 13 14 15 MR.WILSON: nameis Christopher Wilson. I am My an investigator in the Office of Inspector Genera~in the United States Securities and Exchange Commission. r amhere 16 todaywithmycolleague,HeidiSteiber, also an investigator 17 in the IG's office here at the Securities Jnd ~xchange 18 Commission. I ' 19 Thisis an investigation the Officeof Inspector by 1 20 ~eneral, Case Number 5009. We goingto ask youcertain are 21 queations.y,, are goingto provide answers underoath. The 22 courtreporter record later transcribe will and everything ;· 23 that is said. Pleaseprovide verbalanswers the to 24 25 questions ~ If you give a nod of the head or other non-verbal MADOFF EXHIBITS-00267 Page 10 1 2 on a that? Do you remember about what date you started working 3 4 5 6 7 8 A which I imagine it was when I first have been late August in started working here, would Q 2003. why you became involved Okay. Was it Yeah, it, Now, do you recall the Triple it in that? A understood Q inspection? was involving Eric, and I think they had Triple I think Q. Matt As I done. 9 10 Daugherty front-running had been working on a project Qs. There regarding of locked and and Triple was a lot 11 12 cross markets occurring did in that some data particular requests security. before I started So they 13 14 15 working here, like of data. I think the spring haven't before been that. able to So they look at had a bunch it yet. They just 16 17 18 So when Take a look MS. I started, what you Great. they're find. like, here's some data. and see STEIBER: 19 20 source of MR. WILSON: that trading The trading data was? data, do you know what the 21 THE WITNESS: For this exam, it would have been 22 23 from Madoff, it came directly because from it would have been a Section 17exam, so a broker-dealer. 24 25 that we are MS. STEIBER: going to mark I am going as Division to show you a document Exhibit i. MADOFF EXHIBITS-00268 Page 1 2 (Exhibit identification.) No. 1 was marked for 11 3 4 5 6 7 MS. STEIBER: Daugherty Okay, with better." It is an e-mail date from is you to Matt August 27, 2003. call and Thomas Eidt. in the first we think line And the you say: now, Madoff "We had these a second trades and we understand a lot 8 BY MS. STEIBER: 9 10 that's Q Do you referenced recall here? who you spoke to, who the Madoff is 11 12 officer A of I believe the it was Dana Madoff, the chief compliance broker-dealer. 13 Q Could that be Shana? 14 A Shana; that's possible as well. I remember her 15 16 17 last name is Q A But It Madoff you're definitely and she was the certain not. It compliance it wasn't was person. Bernie Madoff? fairly was a female. 18 19 Q A And do you recall I'm referencing an if you had two phone call so calls? have. earlier we must 20 21 22 23 24 When you're else's trading doing data you an exam and particularly you're looking use at, you when it's need to someone understand, mean different know. things. you're People different shorthands to So when looking at it, you want to make sure 25 you understand it like they would so that you're coming to MADOFF EXHIBITS-00269 Page 12 1 2 3 the the data right process to conclusion. really, sure So it's to contact know what not unusual, the the and it's provided part the of firm that make you abbreviations mean. So 4 5 that's where obviously, we thought you know, we went through we had gotten probably one call the some understanding of what 6 7 different must have abbreviations had a second and shorthands call that got mean. some We obviously clarification. 8 9 on the Q Now, you said phone call? "we." Who else do you recall being 10 11 12 A frankly, Q I don't so I don't who remember know. is Thomas anyone else working on this exam, Now, Eidt? 13 14 15 16 17 18 19 A but Tom Eidt started at for the the same time SEC for that I did in OC, I don't he actually but for had worked a while before on the Os -Exchange P-H-L-X? a period. working -- know, I had started here, all but when we had started related to the Tripe same day he was given he was given part of the the PHLX part, the Philadelphia Q Is Stock that inspection. 20 A Yeah, there is any, but the Philadelphia stock 21 22 exchange, the Madoff yeah. data. So he was given And, so, their data, I felt and I was given that he needed obviously, 23 24 to be cc'd with on this a-mail. I don't And, in remember fact, he him directly didn't have a lot working me on this. 25 of time to look at the Philadelphia data, so I ended up MADOFF EXHIBITS-00270 Page 1 taking that part over as well later on. 13 2 3 4 Q calls Madoff And so doyou anybody recall if you had any other other than phone the Shana with call? at Madoff Securities, 5 6 that A I can That would have been the the only only one that I'm aware be of recall, because reason we would 7 8 9 calling Q them is to get clarification Now, what was your your about the trading on this Triple Q data. role examination? Who was supervisor? 10 11 12 13 14 15 16 17 18 19 A there's because working Swanson. assignment. This was an unusual a branch it one. Like I said, usually, at the time, started to Eric chief, but it's small not so unusual when I first report me, gave involved, question with so there was a pretty But group there. I actually one that directly handed I think on the He was the Matt working how much was firms me an because before. I think I that a lot he of was also, with direct he had been don't had, different Eric know but it involvement a sweep, involved. Madoff was essentially that were 20 21 22 23 Q examination, relatedto A Okay. When you started working on this Triple Q did anyone ma~ke you aware of any complaints Madoff No. that OC had received? 24 MS. STEIBER: I'm going to show you what we're 25 going to mark as Exhibit 2, and if you could just review the EXHIBITS-00271 MADOFF Page 1 2 3 4 5 Madoff. prior to directly, Q A I no. And Had that we you call spoke ever with before spoken Shana that to you had at a call with securities Shana am not aware or anyone speaking to Bernie Madoff 17 anyone Madoff Madoff? 6 7 8 9 A remember the that No. talking That's to really anyone at honestly the firm was he would the only time I ever working brokers desk when of talk I was the to at SEC. At Ameritrade, woulduse, Madoff so one big like Ameritrade 10 11 traders extent and of our stuff contact. like that. But, I mean, that would be the 12 13 Q A So He what was was huge. his He reputation was basically in the the industry? NASDAQ start 14 15 market maker as and I understood basically does it, the but he trading was a very for large large firms market like 16 17 Ameritrade Q and Were other there large any brokerage whispers about firms him behind that the you scenes. are 18 19 aware A of that Not he that might T'm be aware engaged of. in anything illegal? 20 Q But he was a very prominent person? 21 22 23 A here, yeah. I recognized the name when I first started working (Exhibit No. 3 was marked for 24 identification.) 25 MS. STEIBER: I am going to show you another MADOFF EXHIBITS-00272 Page 25 1 2 3 4 things; kind really whatever and, particularly, project back. issue John had kind to project So it John of a tendency quickly without with So to of go from circling current very was kind might be of dealing dealing with. like this 5 6 7 might about, actually, not have been something asking slow. John was asking about, was him questions but I guess, a week. so he wasn't not that me questions I suppose it about 8 9 memo? Q Do you recall if he ever gave you feedback on your 10 11 12 13 and, would initial A frankly, just I don't there kind of and remember. was die you a lot off. go up I remember of projects you sending at know, And the this time you I think do memo; that some the I mean, the chain. review 14 15 16 superiors about. had a lot had determined, Those of well, just that. I got kind other of things to worry I old projects projects like languished; and, 17 18 19 Q pulledonto conclusions? You had projects else, you so started you never and then to you any were something came 20 21 22 23 A whatever, just was Well, and never no. say any like I mean, okay, we do our what direction; we had fact-finding, And write when the there a memo wind do we do next. or, we'd further summarizing whatever we thought found 24 25 gained occurrence. further I input. don't So that know if I was a pretty ever heard common back from him. He MADOFF EXHIBITS-00273 Page 1 may have given more feedback. I don't know. 26 2 Q So was there kind of like no formalized procedure? 3 4 5 6 7 8 9 10 Do you remember - just kind A one ended, from OC for following-up over on old old a lot. the first exams they of prioritized Frankly, frankly; really found I didn't shows new things that when what but happened things? So how this time, I that were I yeah, and, remember we talked happened. I didn't That what I couldn't may have major it, so or this I remembered think was how some things, they I find you. anything. You know remembered we did mean? Like 11 what we did and that's what happened. 12 13 14 15 16 Q the Well, then focus looking if you look you than more at "The the bottom, you follow-up stuff at with on had and memo and say, what for Philadelphia looking ahead I did Madoff and a different that BestEx I was with I was trading with Madoff Philadelphia. 17 18 BestEx?" Should And then I look again at Madoff "I concentrating what you are on Swanson says, assume 19 20 21 22 asking quotes. looking report? is whether The answer to look is at Madoff trades against is you is the you the yes." My question on when what this weren't wrote about? at Best Execution you just earlier explain Could 23 24 and A you BestEx is kind in of doing nebulous, this that right? terms I mean, and I found know my time securities 25 and securities law have different terms, different meanings MADOFF EXHIBITS-00274 Page 1 2 3 4 and in of different different a broker I think people; situations. to provide Eric the is and, they BestEx Best asking might is mean generally for and different the his things obligation client. what 27 Execution about Now, what presumably 5 6 7 8 9 10 I'm what talking was the about best I here price think you are at is what prices in is being looking because Did did open clients market. get versus available what must the That's that's what the the best like saying referenced at the those the here. trades would get So versus be that mean time, quotes price quote clients that's available. 11 12 13 price? usually notices, And, it's they'll generally, not a huge call that's difference. back the something that the happens client hey and And i~ broker and said, look. 14 15 16 17 18 19 You gave improved, me $10, they Trading but do it. it was $9 on a different it happens. I a an I want think type order, to buy the of exchange; price I mean at is ahead, ahead is says least also way BestEx I'm in a way a Buy referencing because market the order trading client that providing "Hey, particularly this stock. 20 21 22 23 24 25 it the for me." isn't were So, But you as don't as to buy it when can it would they see right have first why away. been sent looking You wait. had in for And done order. it price you good you the when supposed you what know, BestEx you a precise when we're over definition talking of about means, looking and at particularly e-mails where shorthand even MADOFF EXHIBITS-00275 Page 1 2 3 28 time, time. here. the way I probably used is the that's word Best Ex changes what's over going on So my recollection probably 4 5 at did the When I first clients send looked in their at Madoff, order and I was just did Madoff looking 6 front-run that order or trade ahead of that order. And 7 8 probably lot of what orders was where happening PHLX was was that PHLX I was at one noticing but a executing price, 9 10 really they the weren't market price was saying it those was a much clients. better price; and improving 11 12 13 14 15 16 17 18 19 this wow, probably I did. Q you're you So probably know ask He what? Eric said Okay. going and if yeah, So to it I in the course did that this of doing with that Madoff. analysis was I like should do. never wants he so. sort of done seems be doing the that from this work you e-mail, on after Madoff additional exam that Securities previously? A expanding had done In a way. I mean, it's just another way to go with 20 21 22 the for look same another at data, really. issue; in an Just, like, analysis it's like saying at one analyzing rule. rule. it Let's we're of looking an that additional 23 24 25 expand doing? Q the So but scope you in of got your experience or and at OC was it that possible you other were to examination in there inspection you discovered Once MADOFF EXHIBITS-00276 Page 1 2 Swanson MS. from STEIBER: you and it's It's a November entitled, 10, 2003 memo of to 31 Eric "Examination Madoff 3 4 5 execution quality." THE WITNESS BY MS. : Okay. STEIBER: 6 Q So was this a separate examination than the 7 8 9 Triple that Q examination September How 12, were you 2003 these had memo? two done previously, which you wrote different? 10 A Well, it's hard to characterize it. This looks to 11 12 be. we I went would back have to the been firm using and the asked same for data, more so it's not like and information; 13 14 15 16 we would since, This talking have you been the using earlier the same stuff all the we had the result been other of using analysis. what about it's know, to me with memo and this e-mail was in looks that Eric maybe via about late October 17 18 19 20 21 22 23 going clients this back and checking versus be still execution what was of the quality; market thought had had and what were And found. this part getting looks Q to I'm same you A offering. we had a summary not clear whatwe if you you memo? I considered been doing of that Triple wrote but Q examination a whole I don't earlier, because new Yeah, think would consider it as 24 25 such. asked Iknow in my mind, exams like, I had conceptually, done I didn't if want you the had exam, me how many MADOFF EXHIBITS-00277 Page 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 32 because slightly memo pasted memo of the Q recognize which A this it's must I -for it was different whatever th.e same issue reason. data. and But I guess of this was, I suppose, I needed be cut short this and a a new I thought them it's have issue. might a pretty considered Some but from and, same like I the don't just you -- I mean I would know. part exam, And this do a different think this is the in final the draft? corner, "BG Do you final," handwritten is is been supposed stand okay. think the if for probably my comment your think That have handwriting. I one like, I must had boy have sent Eric. believed him; I and think I it that think was handwriting. the final to Best And you be, actually to supposed Q you you'll work. Execution. could look you at look page you drew at what conclusion "Conclusion," doing this Oh, I have? 3 under after summarize conclusion 18 19 20 21 22 23 24 25 in A significant particularly we found It looks activity. hard like, basically, But a deficiency to take. You ton of or a this I believe, letter that isn't basically them. to go this a was stance It's should just change ways to like OC about these really deficiencies. have a doesn't it. It's Q your heavy-handed referral behavior you basically Now, memo do would that you have think Enforcement. from would what have you see been something MADOFF EXHIBITS-00278 Page recommended 2 3 4 5 6 33 for Enforcement for an referral where referral? you thought would be appropriate A This know not of Enforcement have been like would I sure we two of exams. was the if we I mean, I don't I'm were if had I could a good understood do. concept exactly What can what what appropriate. consequences find a even what we do 7 8 violation? drafts where It's Eric marked had "Final." commented on Maybe and there said were basically some that's 9 10 11 12 13 14 15 16 17 what we were probably I sent. think wherein Q having any At that some So don't I believe don't going to do. deficiency I don't letter know. was I that ever any remember least this of after drafting sucked went. this any exam, one. into honestly black hole just these kind exams you of got just on with worked do you recall other or Not that involvement investigations? I can recall. Madoff Securities examinations A I know that we had 18 19 20 21 followed-up the other regarding exchanges some of these problems in the Qs with (Exhibit identification.) No. 8 was marked for 22 23 24 25 MS. Exhibit looks what STEIBER: it is an doing involves? Can e-mail some I show from work you you on the one to document, Alex Qs. Sadowski. Do you and it's It 8 and like this you're e-mail know MADOFF EXHIBITS-00279 Page 37 1 2 certain And there people was and other like maybe people three would be looking or four kind of for stuff. senior staff 3 4 5 that needed and we are kind of there; something like, hey, and then, else, Find you know, like they this if they from give somebody me this. go search out. them out I need it say 6 7 8 for John. no. like I need it tomorrow. cliques. hierarchy. And that There kind of thing, were definitely but There some was definitely sort of social 9 10 11 they Q the A And were kind Well, or like Sadowski circle? and McCarthy, Donahue, were i-nner no. I apologize. I don't mean to talk over 12 13 14 15 your circle questions. around Probably, John, maybe and that the primary inner circle Eric was the and Alex, and, would be John, Matt, circle and sometimes there were a few other people not in people: the in a way; but were certain trusted 16 17 by the circle circle. that got You know what a lot of work. I mean? Like leaned on by that 18 19 a separate There social former OCIE were definitely; with and, Mark then and there stuff was that kind went: of structure 20 21 22 him and Branch Chief and those partially. Street, they guys that old probably building part of developed when we were the floor than Because were in in our on 9th most a separate 23 24 25 of the part different and rest then of the Mark I group, and don't his one part folks know. of the were kind group of off was on one in a place. MADOFF EXHIBITS-00280 Page 1 Q So did you hear about any other tips for those he 39 2 3 4 received? I showed that tip from you you ever A Did hear No. of any other complaints or tips? 5 6 7 8 Q Markopolos? A Q When was Or Is Yes. the you guy first heard that time of testified you Harry heard of Harry have the Markopolos? at Congress? he 9 10 at all A stuff before the happened news hit. last fall. I was not aware of him 11 12 13 Q receiving A You never any No, heard tips of from Lori Richards or John McCarthy other it anyone? been unusual for them to would have 14 15 communicate astounded. something like that to me. I mean, I was just 16 17 18 19 possible Richard Q And did having any not you hear about calls John with having he is a McCarthy Bernie any. large and Lori phone aware Madoff? I think it's A I'm and of them probable, because market 20 21 participant BY that MR. they WILSON: might talk to him on occasion. 22 23 on-site Q of On the QQQ examination, Securities to the do you know if that anybody were went Madoff documents 24 provided or any information was sent to the SEC? 25 A It was sent, and I'm not aware of any. I certainly MADOFF EXHIBITS-00281 Page 1 2 40 didn't either. go on-site to Madoff. I don't think anyone else did 3 Q Okay. Does that happen on occasion that the SRO 4 5 6 7 8 9 10 11 group and market oversight group will actually do on-site examinations? A SROs. number With you it· You But of it's can do also why it on-site possible you exams, to would do go particularly it on-site at you and on-site. and with There's you the a reasons exam, wouldn't. data can look and at this can was them primarily to send that looking to trading you just get 12 13 14 If order, know all you're to that's worried be held in about in the is did you and not front-run we or in an that's whether going or not the numbers, or would the numbers 15 16 17 information around that here causes that they they started provided hitting with going to us. some Particularly, budget problems I think, and problems on-site. 18 19 20 There's, on-site, on-site you know, any there reason was ever why you any was wouldn't to they go go made but with I don't these think guys. plans that My understanding 21 22 23 the request. at the BY They got the information they provided. and it was just looking information MS. STEIBER: 24 25 Q Swanson. We talked Are you before friends about with you Eric working Swanson? with Eric MADOFF EXHIBITS-00282 Page 49 1 2 3 4 Here's one, two, three and four. Check those four things, very and you This is and then you move on to the next firm. kind of mechanical. find a violation, it's I mean, it's And so when you do those things kind of like, "Oh, my God. 5 6 7 the worst thing to ever happen, ever." it up and then it turns is And so then you blow or maybe it out to not be a big deal, 8 9 10 11 noise. things violation I don't know. And it becomes part of the white The same people and it's or not. like, keep I don't· I guess complaining know if this yeah. about is the a rule same I sometimes, 12 13 adequate Q When you came, did you feel training? like they gave you 14 15 A training. Oh, there was no training. that This Qs exam was my this was a And I was told when I came in that 16 trial by fire kind of job that you get trained as you come 17 18 19 in; and, frankly, this side I don't know how you trained.somebody over time, luckily to do of the job. in And I feel activity, I had a basic background some trading so I understood 20 21 training, of thing, how it but. works, what the terminology is and thatsort 22 23 didn't Q have Do you feel your like you worked with some people that background? 24 A Oh, yeah, yeah, there's a lot of people that 25 weren't familiar with securities laws. They were brought in MADOFF EXHIBITS-00283

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