SEC v. Jeffery D. Smith; Joseph Carswell; and Michael W. Fullard, No. 1:16-CV-4171, Northern District of Georgia (Nov. 8, 2016) — Complaint

UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF GEORGIA
ATLANTA DIVISION

SECURITIES AND EXCHANGE
COMMISSION,

Plaintiff,

v. Civil Action No.

JEFFERY D. SMITH d/b/a ATLANTA
CAPITAL LLC a/d/b/a CAPITAL
FUNDING, INC., JOSEPH CARSWELL
d/b/a ATLANTA CAPITAL LLC a/d/b/a
CAPITAL FUNDING, INC.,
and MICHAEL W. FULLARD,

Defendants.
JURY TRIAL
DEMANDED

COMPLAINT FOR INJUNCTIVE AND OTHER RELIEF

Plaintiff, Securities and Exchange Commission (the “Commission”), files its
complaint and alleges that:
SUMMARY
1. In 2012 and 2013, Defendant Jeffery D. Smith (“Smith”) and Joseph
Carswell (“Carswell”) defrauded at least four known investors out of at least a total
of $775,000 using a variation of a prime bank scheme.

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2. Defendants Smith and Carswell used two fictitious companies to
defraud investors: Atlantis Capital, LLC (“Atlantis Capital”) and Capital Funding,
LLC (“Capital Funding”).  These companies do not appear to have ever been
legally formed, and thus, were nothing more than “doing business as” entities.
3. Smith and Carswell represented to victim investors orally and in
documents that Smith could procure medium term notes, bank guarantees, and
standby letters of credit worth millions of dollars for fees ranging between
$100,000 and $250,000.
4. Investors were told that those instruments would then be “monetized,”
that several million dollars of the monetized proceeds would be loaned to the
investors in the form of non-recourse loans, and that Smith would invest the
balance of the monetized proceeds in instruments such as debentures that would be
traded in a manner that would produce returns of as much as 35% per week.  Those
returns would be used to pay off the investors’ loans.
5. Investors were also assured by Smith and Carswell that the
transactions were risk-free.
6. Defendant Michael W. Fullard acted as a finder for Smith and
Carswell.

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7. Fullard referred at least one victim investor to Smith and Carswell,
recommended their services, and assisted with that victim’s investment by
forwarding executed documents from the victim to the escrow agent.  Bank
documents show that, after investment proceeds came in, they were disbursed to
Smith, Carswell, and Fullard (collectively, the “Defendants”), in some cases just
hours after the investments were received.
8. None of the investors received the rates of return promised by Smith
and Carswell, and none has been successful in recovering more than a small
portion of their investment proceeds from Smith or Carswell.
VIOLATIONS
9. Smith and Carswell engaged in, and, unless restrained and enjoined by
this Court, will continue to engage in, acts, practices, schemes, and courses of
business that constituted and will constitute violations of Sections 17(a)(1), (2) and
(3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77q(a)(1), (2) and
(3)], as well as Section 10(b) of the Securities Exchange Act of 1934 (“Exchange
Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. §
240.10b-5(a), (b) and (c)].
10. Smith, Carswell and Fullard engaged in, and, unless restrained and
enjoined by this Court, will continue to engage in, acts, practices, schemes, and

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courses of business that constituted and will constitute violations of Section 15(a)
of the Exchange Act [15 U.S.C. § 78o(a)].
JURISDICTION AND VENUE
11. The Commission brings this action pursuant to Sections 20 and 22 of
the Securities Act [15 U.S.C. §§ 77t and 77v] and Sections 21(d) and 21(e) of the
Exchange Act [15 U.S.C. §§ 78u(d) and 78u(e)], to enjoin Defendants from
engaging in the transactions, acts, practices, and courses of business alleged in this
Complaint, and transactions, acts, practices, and courses of business of similar
purport and object, and for civil penalties and other equitable relief.
12. The Court has jurisdiction over this action pursuant to Section 22 of
the Securities Act [15 U.S.C. § 77v] and Sections 21(d), 21(e) and 27(a) of the
Exchange Act [15 U.S.C. §§ 78u(d), 78u(e) and 78aa(a)].
13. Defendants Smith, Carswell and Fullard, directly and indirectly, made
use of the mails, the means and instruments of transportation or communication in
interstate commerce, and the means and instrumentalities of interstate commerce in
connection with the transactions, acts, practices, and courses of business alleged in
this Complaint, and made use of the mails and means of instrumentality of
interstate commerce to effect transactions, or to induce or to attempt to induce the
purchase or sale of securities alleged in this Complaint.

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14. Certain of the transactions, acts, practices, and courses of business
constituting violations of the Securities Act and the Exchange Act occurred in the
Northern District of Georgia.  The known investors were solicited in this district.
In addition, some of the defrauded investors and Defendants Smith and Carswell
reside in the Northern District of Georgia.
15. As such, venue is proper under Section 22 of the Securities Act [15
U.S.C. § 77v] and under Section 27 of the Exchange Act [15 U.S.C. § 78aa].
16. Defendants Smith, Carswell and Fullard, unless restrained and
enjoined by this Court, will continue to engage in the transactions, acts, practices,
and courses of business alleged in this Complaint, and in transactions, acts,
practices and courses of business of similar purport and object.
THE DEFENDANTS
17. Jeffrey D. Smith, age 35, resides in Lithonia, Georgia.  Smith does
not appear to have ever held any professional licenses or been associated with a
registered broker- dealer or investment adviser.
18. Joseph Carswell, age 47, resides in Marietta, Georgia.  Carswell does
not appear to have ever held any professional licenses or been associated with a
registered broker-dealer or investment adviser.

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19. Michael W. Fullard, age 47, resides in Myrtle Beach, South
Carolina.  Fullard does not appear to have ever held any professional licenses or to
ever have been associated with a registered broker-dealer or investment adviser.
RELATED ENTITIES
20. Atlanta Capital LLC is the name that appears in many of the
agreements signed by investors and related correspondence.  The Commission has
found no other evidence of its legal existence.  As such, it appears to be an
unregistered and unlicensed d/b/a of Smith and Carswell.
21. Capital Funding, Inc., also appears to be an unregistered and
unlicensed d/b/a of Smith and Carswell.  Capital Funding, along with Atlanta
Capital, appears in many of the documents and related correspondence utilized by
Carswell and Smith with investors.  The Commission has found no other evidence
of its legal existence, and thus, it also appears to be an unregistered and unlicensed
d/b/a of Smith and Carswell.
DEFENDANTS’ PRIME BANK SCHEME
A. Investor Entity 1
22. In 2012, a Managing Director of a Hong Kong-based energy company
(“Investor Entity 1”) was seeking capital for energy-related investments.  An

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acquaintance referred the Managing Director to Fullard, who informed him that
Fullard regularly used bank guarantees to raise capital.
23. Fullard introduced the Managing Director of Investor Entity 1 to
Smith, who represented that Smith and Atlanta Capital could arrange for Investor
Entity 1 to “lease” a $10 million bank guarantee for $150,000.  Smith further
represented that once the leased bank guarantee was “monetized,” $3.5 million
would be given to Investor Entity 1 in the form of a non-recourse loan.
24. Smith represented that he would then, after deducting his 1% – 2 %
fee, invest and trade the remaining approximately $6.3 million on private trading
platforms – generating enough profit to pay off Investor Entity 1’s non-recourse
loan.
25. Smith also told the Managing Director that such deals were “rock
solid” and that nothing could go wrong, in part, because the loan was non-recourse
and, in part, because Investor Entity 1 would have the bank guarantee that was
worth $10 million in its possession as soon as it paid the leasing fee.
26. Among the documents involved in the transaction was a “Letter of
Commitment” on Atlanta Capital letterhead stating that Investor Entity 1 had
submitted an application “for the purpose of securing an SBLC [standby letter of
credit] in the amount of $10,000,000.00 (“Instrument”) from the National

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Westminster Bank in the UK (NatWest), or other bank mutually agreed upon by
the parties, for business related activities.”
27. The terms of the “Letter of Commitment” document required Investor
Entity 1 to escrow funds with Atlanta Capital in order to secure the investment.
The document also represented that Atlanta Capital had the ability to arrange such
an “instrument.”  When Investor Entity 1 agreed to proceed, emails written by
Fullard indicate that he prepared a document entitled “escrow agreement.”
28. On December 10, 2012, the Managing Director of Investor Entity 1
wired $150,000 to an escrow account designated by Smith and waited for the bank
guarantee to be deposited in Investor Entity 1’s account.  Approximately one week
later, Smith informed the Managing Director that Smith had obtained the bank
guarantee and had confirmed that it was legitimate.
29. Smith subsequently sent the Managing Director of Investor Entity 1 a
document purportedly showing that a bank guarantee issued by National
Westminster Bank for $10 million would be transferred to Investor Entity 1’s
account as soon as Investor Entity 1 instructed the escrow agent to release the
funds necessary to lease it.
30. On December 19, 2012, Fullard emailed an executed authorization to
release Investor Entity 1’s funds from escrow to Carswell.  Fullard then served as

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the contact person for Investor Entity 1 during the purported “monetization”
process.
31. Investor Entity 1, however, never received the promised funds.
32. In an effort to uncover why Investor Entity 1 had not received the
promised funds, the Managing Director contacted Carswell because Carswell had
been copied on an email regarding the escrowed funds.  Carswell assured the
Managing Director that although he knew nothing about this particular transaction,
he had dealt with Smith for years and knew that Smith had a good track record of
successfully completing such transactions.
33. Carswell, who promised to help the Managing Director of Investor
Entity 1 recover its principal, convinced the Managing Director that Investor Entity
1 could do so by leasing a $2 million certificate of deposit (“CD”) from a “top
American bank.”  Carswell represented that the leased CD would generate a non-
recourse loan sufficient to cover Investor Entity 1’s losses, and that the loan would
be paid off by the trading of the CD in a market similar to the one described by
Smith.
34. Carswell told the Managing Director, however, that in order to
participate in this transaction, Investor Entity 1 would have to escrow another
$32,000.  Carswell arranged for the Managing Director of Investor Entity 1 to

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receive the appropriate documents.  Investor Entity 1 then escrowed the additional
$32,000, but never received the non-recourse loan and, to date, has only received
$10,000 of its principal from Carswell despite repeated efforts to collect.
35. The escrow agent’s records indicate that on December 19, 2012,
$12,000 of Investor Entity 1’s escrowed funds were disbursed to Fullard, $112,000
were disbursed to Smith and $12,000 were disbursed to Carswell.
B. Investor Entity 2
36. In 2013, the CEO and the two managing partners of a Florida-based
real property company (“Investor Entity 2”) were seeking financing for the
acquisition of a coal mine in Pennsylvania.
37. The CEO was told by a business associate that the acquisition could
be financed using standby letters of credit.  When one of the managing partners
expressed an interest in learning more about the process that had been described to
him by the CEO, the CEO’s business associate arranged for representatives of
Investor Entity 2 to meet Smith and Carswell.
38. On or around April 3, 2013, the CEO and one of the managing
partners attended a meeting with Smith in Atlanta, Georgia.  The other managing
partner participated in the meeting by telephone.  During that meeting, Smith
stated that, following the investment by Investor Entity 2, Atlanta Capital would

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obtain a “fresh cut” or “slightly seasoned” standby letter of credit that would be
monetized for $10 million, that 60% of the proceeds of the monetization would go
to Investor Entity 2 in the form of a non-recourse loan, and that the remainder of
the proceeds would be traded on “private placement platforms.”
39. Smith represented that trading the monetized proceeds that were not
loaned to Investor Entity 2 would generate 35% profit each week and would be
used to repay Investor Entity 2’s non-recourse loan.  Documents given to Investor
Entity 2 describing the process state that either a medium term note or a standby
letter of credit could be used to generate that capital.  At various times, Smith
stated that the principal was “100% safe” and could not be lost because it was
“impossible to lose” any money.
40. The documents involved in the transaction included one entitled
“Letter of Commitment” on Atlanta Capital letterhead that stated Investor Entity 2
had submitted an application “for the purpose of securing an MTN [medium term
note] or SBLC/BG [standby letter of credit/bank guarantee] in the amount of
$10,000,000.00 (“Instrument”) from the top World European Banks for business
related activities.”  That document also stated that Atlanta Capital had the ability to
arrange such an instrument.

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41. On April 5, 2013, Investor Entity 2, having received and executed the
required documents from Smith and Carswell, deposited $150,000 to obtain the
financing described by Smith with the escrow agent designated by Smith.
42. After Investor Entity 2 authorized the release of funds from escrow so
that they could be used to acquire the standby letter of credit, the escrow agent’s
records indicate that on April 18, 2013, $5,000 was disbursed to Fullard, $12,500
was disbursed to Carswell, and $71,500 was disbursed to Smith.  On April 26,
2013, an additional $12,000 was disbursed to Carswell, $12,000 was disbursed to
Smith, and $6,000 was disbursed to Fullard.
43. Investor Entity 2 has never received the non-recourse loan and has
only managed to recover approximately $52,000 of its principal.
C. Individual Investor 1
44. In 2013, a man residing in Buford, Georgia (“Individual Investor 1),
who was raising capital to fund religious and other non-profit activities, was
introduced to Carswell by an associate.  Carswell told Individual Investor 1 that
Carswell was an ordained minister and that he and Smith could help Individual
Investor raise capital.
45. Carswell represented that, if Individual Investor 1 escrowed $200,000,
the funds would be used to lease a standby letter of credit or bank guarantee valued

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at $10 million.  The leased instrument would then be “monetized” for $8 million,
of which $7.2 million would be loaned to Individual Investor 1 within 45 days in
the form of a non-recourse loan.  The remaining $800,000 would be traded by
Smith.
46. Carswell also explained that Smith would invest that $800,000 in
debentures that would be traded on a daily basis, and that the profit from those
trades would be used to repay the $7.2 million loaned to Individual Investor 1.
Carswell, who was at this point plainly aware of Smith’s nonperformance with
respect to Investor Entity 1, assured Individual Investor 1 that he knew Smith, had
worked with him on similar transactions before, and that Smith always
“performed” and always “pays.”
47. Carswell also personally guaranteed that the transaction would work
as he had described, and repeatedly said that there was “no risk.”  During their
initial meeting, which took place in Buford, Georgia, Carswell called Smith and let
Individual Investor 1 talk to him.  Smith repeated much of Carswell’s description
of the capital raising process and stated repeatedly that there was “no risk”
associated with it.
48. Among the documents involved in the transaction was one entitled
“Capital Funding Letter of Commitment,” on the letterhead of Capital Funding,

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stating that Individual Investor would submit an application “for the purpose of
securing an MTN or SBLC/BG in the amount of $10,000,000.00 (“Instrument”)
from the top World European Banks for business related activities.  This document
states that “Capital Funding has the ability to arrange such INSTRUMENT . . . .”
49. Carswell subsequently informed Individual Investor 1 that Smith had
leased a standby letter of credit for someone else with a face value of $100 million
– ten times the value of the instrument that Individual Investor 1 was considering
leasing.  Carswell told Individual Investor 1 that if he quickly escrowed $200,000,
it could be used to lease a portion of that instrument.  Moreover, because of the
size of that instrument, the $7.2 million to be loaned to Individual Investor 1 would
be available in less than 45 days.
50. Individual Investor 1 escrowed $200,000 on July 12, 2013, and
simultaneously authorized its release so that the “instrument,” (i.e., the medium
term note, standby letter of credit, or bank guarantee) could be obtained.  Smith
then informed Individual Investor 1 that the funds had been released to Smith and
that everything was proceeding as planned.
51. Individual Investor 1 never received the funding that he was
promised.  Despite persistent inquiries, Individual Investor 1 only managed to
recover $17,500 of the $200,000 that he invested.

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52. The escrow agent’s records indicate that on July 12, 2013, $134,000
of the funds escrowed by Individual Investor 1 was disbursed to Smith and
$25,000 was disbursed to Carswell.  Another $35,000 was disbursed to Carswell
on July 15, 2013.
D. Individual Investor 2
53. In 2012, a Mexican national (“Individual Investor 2”) invested
approximately $250,000 with Atlanta Capital.
54. The documents involved in the transaction included a “Letter of
Commitment” on Atlanta Capital letterhead that stated Individual Investor 2 had
submitted an application “for the purpose of securing an MTN or SBLC in the
amount of $20,000,000.00 (“Instrument”) from the top World European Banks for
business related activities.”
55. The document also stated that Atlanta Capital had the ability to
arrange such an instrument.
56. On July 25, 2012, Individual Investor 2 deposited $249,970 in escrow
with an escrow agent known to work with Smith and Carswell.
57. The escrow agent’s records indicate that, after the funds were
deposited into escrow, $115,000 was disbursed to Carswell between July 30, 2012

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and August 15, and another $45,000 was disbursed to Smith in the same time
frame.
COUNT I – FRAUD
Violations of Section 17(a)(1) of the Securities Act
[15 U.S.C. § 77q(a)(1)]

(Defendants Smith and Carswell)

58. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein
by reference.
59. During 2013 and 2014, Defendants Smith and Carswell, in the offer
and sale of the securities described herein, by the use of means and instruments of
transportation and communication in interstate commerce and by use of the mails,
directly and indirectly, employed devices, schemes and artifices to defraud
purchasers of such securities, all as more particularly described above.
60. Defendants Smith and Carswell knowingly, intentionally, and/or
recklessly engaged in the aforementioned devices, schemes and artifices to
defraud.
61. While engaging in the course of conduct described above, Defendants
Smith and Carswell acted with scienter, that is, with an intent to deceive,
manipulate, or defraud, or with a severely reckless disregard for the truth.

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62. By reason of the foregoing, Defendants Smith and Carswell, directly
and indirectly, have violated and, unless enjoined, will continue to violate Section
17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)].

COUNT II – FRAUD

Violations of Sections 17(a)(2) and 17(a)(3) of the Securities Act
[15 U.S.C. §§ 77q(a)(2) and 77q(a)(3)]

(Defendants Smith and Carswell)

63. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein
by reference.
64. From at least March 2013 through September 2015, Defendants Smith
and Carswell, in the offer and sale of the securities described herein, by the use of
means
 and instruments of transportation and communication in interstate
commerce and by use of the mails, directly and indirectly:
a. obtained money and property by means of untrue statements of
material fact and omissions to state material facts necessary in order
to make the statements made, in light of the circumstances under
which they were made, not misleading; and

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b. engaged in transactions, practices and courses of business which
would and did operate as a fraud and deceit upon the purchasers of
such securities, all as more particularly described above.
65. By reason of the foregoing, Defendants Smith and Carswell, directly
and indirectly, have violated and, unless enjoined, will continue to violate Sections
17(a)(2) and 17(a)(3) of the Securities Act [15 U.S.C. §§ 77q(a)(2) and 77q(a)(3)].
COUNT III – FRAUD
Violations of Section 10(b) of the Exchange Act and Rule 10b-5 (a), (b), and (c)
Thereunder
[15 U.S.C. § 78j(b); 17 C.F.R. § 240.10b-5(a), (b) and (c)]

(Defendants Smith and Carswell)

66. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein
by reference.
67. During 2013 and 2014, Defendants Smith and Carswell, in connection
with the purchase or sale of securities described herein, by the use of the means
and instrumentalities of interstate commerce and by the use of the mails, directly
and indirectly:
a. employed devices, schemes, and artifices to defraud;

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b. made untrue statements of material facts and omitted to state material
facts necessary in order to make the statements made, in light of the
circumstances under which they were made, not misleading; and
c. engaged in acts, practices, and courses of business which would and
did operate as a fraud and deceit upon the purchasers of such
securities, all as more particularly described above.
68. Defendants Smith and Carswell knowingly, intentionally, and/or
recklessly engaged in the aforementioned devices, schemes, and artifices to
defraud, made untrue statements of material facts and omitted to state material
facts, and engaged in fraudulent acts, practices, and courses of business.  In
engaging in such conduct, Defendants Smith and Carswell acted with scienter; that
is, with an intent to deceive, manipulate, or defraud or with a severely reckless
disregard for the truth.
69. By reason of the foregoing, Defendants Smith and Carswell, directly
and indirectly, have violated and, unless enjoined, will continue to violate, Section
10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17
C.F.R. § 240.10b-5].

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COUNT IV – FAILURE TO REGISTER AS SECURITIES BROKER

Violations of Section 15(a) of the Exchange Act
[15 U.S.C. § 78o(a)

(All Defendants)

70. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein
by reference.
71. By their conduct as alleged above, during 2013 and 2014, Defendants
violated Section 15(a)(1) of the Exchange Act, which makes it unlawful for a
broker “to effect any transactions in, or to induce or attempt to induce the purchase
or sale of, any security . . . unless such broker . . . is registered” with the
Commission pursuant to Section 15(b) of the Exchange Act or, in the case of a
natural person, is associated with a registered broker-dealer.
72. During 2013 and 2014, as alleged above, Defendants Smith, Carswell
and Fullard participated in the sale of over $750,000 of securities to multiple
investors.
73. Defendants, during that time, actively solicited investors, handled
customer funds and securities, and gave advice as to the merits of the investments
they offered.

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74. During 2013 and 2014, none of the Defendants were registered with
the Commission as a broker pursuant to Section 15(b) of the Exchange Act, nor
were any of them associated with a registered broker-dealer.
75. By reason of the foregoing, Defendants have violated and, unless
enjoined, will continue to violate Section 15(a) of the Exchange Act [15 U.S.C. §
78o(a)] by acting as unregistered brokers.
 WHEREFORE, Plaintiff Commission respectfully prays for:
I.
Findings of fact and conclusions of law pursuant to Rule 52 of the Federal
Rules of Civil Procedure, finding that Defendants committed the violations alleged
herein.
II.
Permanent injunctions enjoining Defendants Smith and Carswell, their
officers, directors, agents, servants, employees, and attorneys from violating,
directly or indirectly, Section 17(a)(1), (2) and (3) of the Securities Act [15 U.S.C.
§ 77q(a)(1), (2) and (3)] and Section 10(b) of the Exchange Act [15 U.S.C. §
78j(b)] and Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. § 240.10b-5 (a), (b)
and (c)].

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III.
 Permanent injunctions enjoining Defendants, their officers, directors, agents,
servants, employees, and attorneys from violating, directly or indirectly, Section
15(a) of the Exchange Act [15 U.S.C. § 78o(a)].
IV.
 An order requiring the disgorgement by Defendants of all ill-gotten gains or
unjust enrichment with prejudgment interest, to effect the remedial purposes of the
federal securities laws.
V.
An order pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)]
and Section 21(d)(3) of the Exchange Act [15 U.S.C. §78u(d)(3)] imposing civil
penalties against all Defendants.
VII.
 Such other and further relief as this Court may deem just, equitable, and
appropriate in connection with the enforcement of the federal securities laws and
for the protection of investors.

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DEMAND FOR JURY TRIAL

 Pursuant to Rule 38 of the Federal Rules of Civil Procedure, the
Commission demands trial by jury in this action of all issues so triable.

Dated this 8th day of November, 2016.

Respectfully submitted,

/s/ W. Shawn Murnahan
W. Shawn Murnahan
Senior Trial Counsel
Georgia Bar No. 529940
Tel: (404) 842-7669
Email: [email protected]

M. Graham Loomis
Regional Trial Counsel
Georgia Bar No. 457868
Tel: (404) 842-7622
Email: [email protected]

COUNSEL FOR PLAINTIFF
Securities and Exchange Commission
Atlanta Regional Office
950 East Paces Ferry Road, N.E., Suite 900
Atlanta, GA  30326-1382
Fax: (703) 813-9364

UNITED STATES DISTRICT COURT 
FOR THE NORTHERN DISTRICT OF GEORGIA 

ATLANTA DIVISION 
 
  
SECURITIES AND EXCHANGE 
COMMISSION, 

 

  
Plaintiff,  

  
v. Civil Action No.  

 
 

JEFFERY D. SMITH d/b/a ATLANTA 
CAPITAL LLC a/d/b/a CAPITAL 
FUNDING, INC., JOSEPH CARSWELL 
d/b/a ATLANTA CAPITAL LLC a/d/b/a 
CAPITAL FUNDING, INC., 
and MICHAEL W. FULLARD,  
 

Defendants. 

JURY TRIAL 
DEMANDED 

  
  
 

COMPLAINT FOR INJUNCTIVE AND OTHER RELIEF 
 

Plaintiff, Securities and Exchange Commission (the “Commission”), files its 

complaint and alleges that: 

SUMMARY 

1. In 2012 and 2013, Defendant Jeffery D. Smith (“Smith”) and Joseph 

Carswell (“Carswell”) defrauded at least four known investors out of at least a total 

of $775,000 using a variation of a prime bank scheme. 

Case 1:16-cv-04171-CAP   Document 1   Filed 11/08/16   Page 1 of 23



 

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2. Defendants Smith and Carswell used two fictitious companies to 

defraud investors: Atlantis Capital, LLC (“Atlantis Capital”) and Capital Funding, 

LLC (“Capital Funding”).  These companies do not appear to have ever been 

legally formed, and thus, were nothing more than “doing business as” entities. 

3. Smith and Carswell represented to victim investors orally and in 

documents that Smith could procure medium term notes, bank guarantees, and 

standby letters of credit worth millions of dollars for fees ranging between 

$100,000 and $250,000. 

4. Investors were told that those instruments would then be “monetized,” 

that several million dollars of the monetized proceeds would be loaned to the 

investors in the form of non-recourse loans, and that Smith would invest the 

balance of the monetized proceeds in instruments such as debentures that would be 

traded in a manner that would produce returns of as much as 35% per week.  Those 

returns would be used to pay off the investors’ loans. 

5. Investors were also assured by Smith and Carswell that the 

transactions were risk-free. 

6. Defendant Michael W. Fullard acted as a finder for Smith and 

Carswell. 

Case 1:16-cv-04171-CAP   Document 1   Filed 11/08/16   Page 2 of 23



 

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7. Fullard referred at least one victim investor to Smith and Carswell, 

recommended their services, and assisted with that victim’s investment by 

forwarding executed documents from the victim to the escrow agent.  Bank 

documents show that, after investment proceeds came in, they were disbursed to 

Smith, Carswell, and Fullard (collectively, the “Defendants”), in some cases just 

hours after the investments were received. 

8. None of the investors received the rates of return promised by Smith 

and Carswell, and none has been successful in recovering more than a small 

portion of their investment proceeds from Smith or Carswell. 

VIOLATIONS 

9. Smith and Carswell engaged in, and, unless restrained and enjoined by 

this Court, will continue to engage in, acts, practices, schemes, and courses of 

business that constituted and will constitute violations of Sections 17(a)(1), (2) and 

(3) of the Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77q(a)(1), (2) and 

(3)], as well as Section 10(b) of the Securities Exchange Act of 1934 (“Exchange 

Act”) [15 U.S.C. § 78j(b)] and Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. § 

240.10b-5(a), (b) and (c)].   

10. Smith, Carswell and Fullard engaged in, and, unless restrained and 

enjoined by this Court, will continue to engage in, acts, practices, schemes, and 

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courses of business that constituted and will constitute violations of Section 15(a) 

of the Exchange Act [15 U.S.C. § 78o(a)]. 

JURISDICTION AND VENUE 

11. The Commission brings this action pursuant to Sections 20 and 22 of 

the Securities Act [15 U.S.C. §§ 77t and 77v] and Sections 21(d) and 21(e) of the 

Exchange Act [15 U.S.C. §§ 78u(d) and 78u(e)], to enjoin Defendants from 

engaging in the transactions, acts, practices, and courses of business alleged in this 

Complaint, and transactions, acts, practices, and courses of business of similar 

purport and object, and for civil penalties and other equitable relief.   

12. The Court has jurisdiction over this action pursuant to Section 22 of 

the Securities Act [15 U.S.C. § 77v] and Sections 21(d), 21(e) and 27(a) of the 

Exchange Act [15 U.S.C. §§ 78u(d), 78u(e) and 78aa(a)]. 

13. Defendants Smith, Carswell and Fullard, directly and indirectly, made 

use of the mails, the means and instruments of transportation or communication in 

interstate commerce, and the means and instrumentalities of interstate commerce in 

connection with the transactions, acts, practices, and courses of business alleged in 

this Complaint, and made use of the mails and means of instrumentality of 

interstate commerce to effect transactions, or to induce or to attempt to induce the 

purchase or sale of securities alleged in this Complaint. 

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14. Certain of the transactions, acts, practices, and courses of business 

constituting violations of the Securities Act and the Exchange Act occurred in the 

Northern District of Georgia.  The known investors were solicited in this district.  

In addition, some of the defrauded investors and Defendants Smith and Carswell 

reside in the Northern District of Georgia. 

15. As such, venue is proper under Section 22 of the Securities Act [15 

U.S.C. § 77v] and under Section 27 of the Exchange Act [15 U.S.C. § 78aa]. 

16. Defendants Smith, Carswell and Fullard, unless restrained and 

enjoined by this Court, will continue to engage in the transactions, acts, practices, 

and courses of business alleged in this Complaint, and in transactions, acts, 

practices and courses of business of similar purport and object. 

THE DEFENDANTS 

17. Jeffrey D. Smith, age 35, resides in Lithonia, Georgia.  Smith does 

not appear to have ever held any professional licenses or been associated with a 

registered broker-dealer or investment adviser. 

18. Joseph Carswell, age 47, resides in Marietta, Georgia.  Carswell does 

not appear to have ever held any professional licenses or been associated with a 

registered broker-dealer or investment adviser. 

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19. Michael W. Fullard, age 47, resides in Myrtle Beach, South 

Carolina.  Fullard does not appear to have ever held any professional licenses or to 

ever have been associated with a registered broker-dealer or investment adviser. 

RELATED ENTITIES 

20. Atlanta Capital LLC is the name that appears in many of the 

agreements signed by investors and related correspondence.  The Commission has 

found no other evidence of its legal existence.  As such, it appears to be an 

unregistered and unlicensed d/b/a of Smith and Carswell. 

21. Capital Funding, Inc., also appears to be an unregistered and 

unlicensed d/b/a of Smith and Carswell.  Capital Funding, along with Atlanta 

Capital, appears in many of the documents and related correspondence utilized by 

Carswell and Smith with investors.  The Commission has found no other evidence 

of its legal existence, and thus, it also appears to be an unregistered and unlicensed 

d/b/a of Smith and Carswell. 

DEFENDANTS’ PRIME BANK SCHEME 

A. Investor Entity 1 

22. In 2012, a Managing Director of a Hong Kong-based energy company 

(“Investor Entity 1”) was seeking capital for energy-related investments.  An 

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acquaintance referred the Managing Director to Fullard, who informed him that 

Fullard regularly used bank guarantees to raise capital. 

23. Fullard introduced the Managing Director of Investor Entity 1 to 

Smith, who represented that Smith and Atlanta Capital could arrange for Investor 

Entity 1 to “lease” a $10 million bank guarantee for $150,000.  Smith further 

represented that once the leased bank guarantee was “monetized,” $3.5 million 

would be given to Investor Entity 1 in the form of a non-recourse loan. 

24. Smith represented that he would then, after deducting his 1% – 2 % 

fee, invest and trade the remaining approximately $6.3 million on private trading 

platforms – generating enough profit to pay off Investor Entity 1’s non-recourse 

loan. 

25. Smith also told the Managing Director that such deals were “rock 

solid” and that nothing could go wrong, in part, because the loan was non-recourse 

and, in part, because Investor Entity 1 would have the bank guarantee that was 

worth $10 million in its possession as soon as it paid the leasing fee. 

26. Among the documents involved in the transaction was a “Letter of 

Commitment” on Atlanta Capital letterhead stating that Investor Entity 1 had 

submitted an application “for the purpose of securing an SBLC [standby letter of 

credit] in the amount of $10,000,000.00 (“Instrument”) from the National 

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Westminster Bank in the UK (NatWest), or other bank mutually agreed upon by 

the parties, for business related activities.” 

27. The terms of the “Letter of Commitment” document required Investor 

Entity 1 to escrow funds with Atlanta Capital in order to secure the investment.  

The document also represented that Atlanta Capital had the ability to arrange such 

an “instrument.”  When Investor Entity 1 agreed to proceed, emails written by 

Fullard indicate that he prepared a document entitled “escrow agreement.” 

28. On December 10, 2012, the Managing Director of Investor Entity 1 

wired $150,000 to an escrow account designated by Smith and waited for the bank 

guarantee to be deposited in Investor Entity 1’s account.  Approximately one week 

later, Smith informed the Managing Director that Smith had obtained the bank 

guarantee and had confirmed that it was legitimate. 

29. Smith subsequently sent the Managing Director of Investor Entity 1 a 

document purportedly showing that a bank guarantee issued by National 

Westminster Bank for $10 million would be transferred to Investor Entity 1’s 

account as soon as Investor Entity 1 instructed the escrow agent to release the 

funds necessary to lease it. 

30. On December 19, 2012, Fullard emailed an executed authorization to 

release Investor Entity 1’s funds from escrow to Carswell.  Fullard then served as 

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the contact person for Investor Entity 1 during the purported “monetization” 

process. 

31. Investor Entity 1, however, never received the promised funds. 

32. In an effort to uncover why Investor Entity 1 had not received the 

promised funds, the Managing Director contacted Carswell because Carswell had 

been copied on an email regarding the escrowed funds.  Carswell assured the 

Managing Director that although he knew nothing about this particular transaction, 

he had dealt with Smith for years and knew that Smith had a good track record of 

successfully completing such transactions.  

33. Carswell, who promised to help the Managing Director of Investor 

Entity 1 recover its principal, convinced the Managing Director that Investor Entity 

1 could do so by leasing a $2 million certificate of deposit (“CD”) from a “top 

American bank.”  Carswell represented that the leased CD would generate a non-

recourse loan sufficient to cover Investor Entity 1’s losses, and that the loan would 

be paid off by the trading of the CD in a market similar to the one described by 

Smith. 

34. Carswell told the Managing Director, however, that in order to 

participate in this transaction, Investor Entity 1 would have to escrow another 

$32,000.  Carswell arranged for the Managing Director of Investor Entity 1 to 

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receive the appropriate documents.  Investor Entity 1 then escrowed the additional 

$32,000, but never received the non-recourse loan and, to date, has only received 

$10,000 of its principal from Carswell despite repeated efforts to collect. 

35. The escrow agent’s records indicate that on December 19, 2012, 

$12,000 of Investor Entity 1’s escrowed funds were disbursed to Fullard, $112,000 

were disbursed to Smith and $12,000 were disbursed to Carswell. 

B. Investor Entity 2 

36. In 2013, the CEO and the two managing partners of a Florida-based 

real property company (“Investor Entity 2”) were seeking financing for the 

acquisition of a coal mine in Pennsylvania. 

37. The CEO was told by a business associate that the acquisition could 

be financed using standby letters of credit.  When one of the managing partners 

expressed an interest in learning more about the process that had been described to 

him by the CEO, the CEO’s business associate arranged for representatives of 

Investor Entity 2 to meet Smith and Carswell. 

38. On or around April 3, 2013, the CEO and one of the managing 

partners attended a meeting with Smith in Atlanta, Georgia.  The other managing 

partner participated in the meeting by telephone.  During that meeting, Smith 

stated that, following the investment by Investor Entity 2, Atlanta Capital would 

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obtain a “fresh cut” or “slightly seasoned” standby letter of credit that would be 

monetized for $10 million, that 60% of the proceeds of the monetization would go 

to Investor Entity 2 in the form of a non-recourse loan, and that the remainder of 

the proceeds would be traded on “private placement platforms.” 

39. Smith represented that trading the monetized proceeds that were not 

loaned to Investor Entity 2 would generate 35% profit each week and would be 

used to repay Investor Entity 2’s non-recourse loan.  Documents given to Investor 

Entity 2 describing the process state that either a medium term note or a standby 

letter of credit could be used to generate that capital.  At various times, Smith 

stated that the principal was “100% safe” and could not be lost because it was 

“impossible to lose” any money. 

40. The documents involved in the transaction included one entitled 

“Letter of Commitment” on Atlanta Capital letterhead that stated Investor Entity 2 

had submitted an application “for the purpose of securing an MTN [medium term 

note] or SBLC/BG [standby letter of credit/bank guarantee] in the amount of 

$10,000,000.00 (“Instrument”) from the top World European Banks for business 

related activities.”  That document also stated that Atlanta Capital had the ability to 

arrange such an instrument. 

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41. On April 5, 2013, Investor Entity 2, having received and executed the 

required documents from Smith and Carswell, deposited $150,000 to obtain the 

financing described by Smith with the escrow agent designated by Smith. 

42. After Investor Entity 2 authorized the release of funds from escrow so 

that they could be used to acquire the standby letter of credit, the escrow agent’s 

records indicate that on April 18, 2013, $5,000 was disbursed to Fullard, $12,500 

was disbursed to Carswell, and $71,500 was disbursed to Smith.  On April 26, 

2013, an additional $12,000 was disbursed to Carswell, $12,000 was disbursed to 

Smith, and $6,000 was disbursed to Fullard. 

43. Investor Entity 2 has never received the non-recourse loan and has 

only managed to recover approximately $52,000 of its principal. 

C. Individual Investor 1 

44. In 2013, a man residing in Buford, Georgia (“Individual Investor 1), 

who was raising capital to fund religious and other non-profit activities, was 

introduced to Carswell by an associate.  Carswell told Individual Investor 1 that 

Carswell was an ordained minister and that he and Smith could help Individual 

Investor raise capital. 

45. Carswell represented that, if Individual Investor 1 escrowed $200,000, 

the funds would be used to lease a standby letter of credit or bank guarantee valued 

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at $10 million.  The leased instrument would then be “monetized” for $8 million, 

of which $7.2 million would be loaned to Individual Investor 1 within 45 days in 

the form of a non-recourse loan.  The remaining $800,000 would be traded by 

Smith. 

46. Carswell also explained that Smith would invest that $800,000 in 

debentures that would be traded on a daily basis, and that the profit from those 

trades would be used to repay the $7.2 million loaned to Individual Investor 1.  

Carswell, who was at this point plainly aware of Smith’s nonperformance with 

respect to Investor Entity 1, assured Individual Investor 1 that he knew Smith, had 

worked with him on similar transactions before, and that Smith always 

“performed” and always “pays.” 

47. Carswell also personally guaranteed that the transaction would work 

as he had described, and repeatedly said that there was “no risk.”  During their 

initial meeting, which took place in Buford, Georgia, Carswell called Smith and let 

Individual Investor 1 talk to him.  Smith repeated much of Carswell’s description 

of the capital raising process and stated repeatedly that there was “no risk” 

associated with it. 

48. Among the documents involved in the transaction was one entitled 

“Capital Funding Letter of Commitment,” on the letterhead of Capital Funding, 

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stating that Individual Investor would submit an application “for the purpose of 

securing an MTN or SBLC/BG in the amount of $10,000,000.00 (“Instrument”) 

from the top World European Banks for business related activities.  This document 

states that “Capital Funding has the ability to arrange such INSTRUMENT . . . .” 

49. Carswell subsequently informed Individual Investor 1 that Smith had 

leased a standby letter of credit for someone else with a face value of $100 million 

– ten times the value of the instrument that Individual Investor 1 was considering 

leasing.  Carswell told Individual Investor 1 that if he quickly escrowed $200,000, 

it could be used to lease a portion of that instrument.  Moreover, because of the 

size of that instrument, the $7.2 million to be loaned to Individual Investor 1 would 

be available in less than 45 days. 

50. Individual Investor 1 escrowed $200,000 on July 12, 2013, and 

simultaneously authorized its release so that the “instrument,” (i.e., the medium 

term note, standby letter of credit, or bank guarantee) could be obtained.  Smith 

then informed Individual Investor 1 that the funds had been released to Smith and 

that everything was proceeding as planned. 

51. Individual Investor 1 never received the funding that he was 

promised.  Despite persistent inquiries, Individual Investor 1 only managed to 

recover $17,500 of the $200,000 that he invested. 

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52. The escrow agent’s records indicate that on July 12, 2013, $134,000 

of the funds escrowed by Individual Investor 1 was disbursed to Smith and 

$25,000 was disbursed to Carswell.  Another $35,000 was disbursed to Carswell 

on July 15, 2013. 

D. Individual Investor 2 

53. In 2012, a Mexican national (“Individual Investor 2”) invested 

approximately $250,000 with Atlanta Capital. 

54. The documents involved in the transaction included a “Letter of 

Commitment” on Atlanta Capital letterhead that stated Individual Investor 2 had 

submitted an application “for the purpose of securing an MTN or SBLC in the 

amount of $20,000,000.00 (“Instrument”) from the top World European Banks for 

business related activities.” 

55. The document also stated that Atlanta Capital had the ability to 

arrange such an instrument. 

56. On July 25, 2012, Individual Investor 2 deposited $249,970 in escrow 

with an escrow agent known to work with Smith and Carswell. 

57. The escrow agent’s records indicate that, after the funds were 

deposited into escrow, $115,000 was disbursed to Carswell between July 30, 2012 

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and August 15, and another $45,000 was disbursed to Smith in the same time 

frame. 

COUNT I – FRAUD 

Violations of Section 17(a)(1) of the Securities Act 
[15 U.S.C. § 77q(a)(1)] 

 
(Defendants Smith and Carswell) 

 
58. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein 

by reference. 

59. During 2013 and 2014, Defendants Smith and Carswell, in the offer 

and sale of the securities described herein, by the use of means and instruments of 

transportation and communication in interstate commerce and by use of the mails, 

directly and indirectly, employed devices, schemes and artifices to defraud 

purchasers of such securities, all as more particularly described above. 

60. Defendants Smith and Carswell knowingly, intentionally, and/or 

recklessly engaged in the aforementioned devices, schemes and artifices to 

defraud. 

61. While engaging in the course of conduct described above, Defendants 

Smith and Carswell acted with scienter, that is, with an intent to deceive, 

manipulate, or defraud, or with a severely reckless disregard for the truth. 

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62. By reason of the foregoing, Defendants Smith and Carswell, directly 

and indirectly, have violated and, unless enjoined, will continue to violate Section 

17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)]. 

 
COUNT II – FRAUD 

 
Violations of Sections 17(a)(2) and 17(a)(3) of the Securities Act 

[15 U.S.C. §§ 77q(a)(2) and 77q(a)(3)] 
 

(Defendants Smith and Carswell) 
 

63. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein 

by reference. 

64. From at least March 2013 through September 2015, Defendants Smith 

and Carswell, in the offer and sale of the securities described herein, by the use of 

means and instruments of transportation and communication in interstate 

commerce and by use of the mails, directly and indirectly: 

a. obtained money and property by means of untrue statements of 

material fact and omissions to state material facts necessary in order 

to make the statements made, in light of the circumstances under 

which they were made, not misleading; and 

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b. engaged in transactions, practices and courses of business which 

would and did operate as a fraud and deceit upon the purchasers of 

such securities, all as more particularly described above. 

65. By reason of the foregoing, Defendants Smith and Carswell, directly 

and indirectly, have violated and, unless enjoined, will continue to violate Sections 

17(a)(2) and 17(a)(3) of the Securities Act [15 U.S.C. §§ 77q(a)(2) and 77q(a)(3)]. 

COUNT III – FRAUD 

Violations of Section 10(b) of the Exchange Act and Rule 10b-5(a), (b), and (c) 
Thereunder 

[15 U.S.C. § 78j(b); 17 C.F.R. § 240.10b-5(a), (b) and (c)] 
 

(Defendants Smith and Carswell) 
 

66. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein 

by reference. 

67. During 2013 and 2014, Defendants Smith and Carswell, in connection 

with the purchase or sale of securities described herein, by the use of the means 

and instrumentalities of interstate commerce and by the use of the mails, directly 

and indirectly: 

a. employed devices, schemes, and artifices to defraud; 

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b. made untrue statements of material facts and omitted to state material 

facts necessary in order to make the statements made, in light of the 

circumstances under which they were made, not misleading; and 

c. engaged in acts, practices, and courses of business which would and 

did operate as a fraud and deceit upon the purchasers of such 

securities, all as more particularly described above. 

68. Defendants Smith and Carswell knowingly, intentionally, and/or 

recklessly engaged in the aforementioned devices, schemes, and artifices to 

defraud, made untrue statements of material facts and omitted to state material 

facts, and engaged in fraudulent acts, practices, and courses of business.  In 

engaging in such conduct, Defendants Smith and Carswell acted with scienter; that 

is, with an intent to deceive, manipulate, or defraud or with a severely reckless 

disregard for the truth. 

69. By reason of the foregoing, Defendants Smith and Carswell, directly 

and indirectly, have violated and, unless enjoined, will continue to violate, Section 

10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 

C.F.R. § 240.10b-5]. 

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COUNT IV – FAILURE TO REGISTER AS SECURITIES BROKER 
 

Violations of Section 15(a) of the Exchange Act 
[15 U.S.C. § 78o(a) 

 
(All Defendants) 

 
70. Paragraphs 1 through 56 are hereby re-alleged and incorporated herein 

by reference. 

71. By their conduct as alleged above, during 2013 and 2014, Defendants 

violated Section 15(a)(1) of the Exchange Act, which makes it unlawful for a 

broker “to effect any transactions in, or to induce or attempt to induce the purchase 

or sale of, any security . . . unless such broker . . . is registered” with the 

Commission pursuant to Section 15(b) of the Exchange Act or, in the case of a 

natural person, is associated with a registered broker-dealer. 

72. During 2013 and 2014, as alleged above, Defendants Smith, Carswell 

and Fullard participated in the sale of over $750,000 of securities to multiple 

investors. 

73. Defendants, during that time, actively solicited investors, handled 

customer funds and securities, and gave advice as to the merits of the investments 

they offered. 

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74. During 2013 and 2014, none of the Defendants were registered with 

the Commission as a broker pursuant to Section 15(b) of the Exchange Act, nor 

were any of them associated with a registered broker-dealer. 

75. By reason of the foregoing, Defendants have violated and, unless 

enjoined, will continue to violate Section 15(a) of the Exchange Act [15 U.S.C. § 

78o(a)] by acting as unregistered brokers. 

 WHEREFORE, Plaintiff Commission respectfully prays for: 

I. 

Findings of fact and conclusions of law pursuant to Rule 52 of the Federal 

Rules of Civil Procedure, finding that Defendants committed the violations alleged 

herein.  

II.  

Permanent injunctions enjoining Defendants Smith and Carswell, their 

officers, directors, agents, servants, employees, and attorneys from violating, 

directly or indirectly, Section 17(a)(1), (2) and (3) of the Securities Act [15 U.S.C. 

§ 77q(a)(1), (2) and (3)] and Section 10(b) of the Exchange Act [15 U.S.C. § 

78j(b)] and Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. § 240.10b-5(a), (b) 

and (c)]. 

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III.  

 Permanent injunctions enjoining Defendants, their officers, directors, agents, 

servants, employees, and attorneys from violating, directly or indirectly, Section 

15(a) of the Exchange Act [15 U.S.C. § 78o(a)]. 

IV. 

 An order requiring the disgorgement by Defendants of all ill-gotten gains or 

unjust enrichment with prejudgment interest, to effect the remedial purposes of the 

federal securities laws. 

V. 

An order pursuant to Section 20(d) of the Securities Act [15 U.S.C. § 77t(d)] 

and Section 21(d)(3) of the Exchange Act [15 U.S.C. §78u(d)(3)] imposing civil 

penalties against all Defendants. 

VII.  

 Such other and further relief as this Court may deem just, equitable, and 

appropriate in connection with the enforcement of the federal securities laws and 

for the protection of investors. 

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DEMAND FOR JURY TRIAL 
 
 Pursuant to Rule 38 of the Federal Rules of Civil Procedure, the 

Commission demands trial by jury in this action of all issues so triable. 

 
Dated this 8th day of November, 2016. 

 
Respectfully submitted, 

 
 

/s/ W. Shawn Murnahan 
W. Shawn Murnahan 
Senior Trial Counsel 
Georgia Bar No. 529940 
Tel: (404) 842-7669 
Email: [email protected] 
 
M. Graham Loomis 
Regional Trial Counsel 
Georgia Bar No. 457868 
Tel: (404) 842-7622 
Email: [email protected] 
 
COUNSEL FOR PLAINTIFF 
Securities and Exchange Commission 
Atlanta Regional Office 
950 East Paces Ferry Road, N.E., Suite 900 
Atlanta, GA  30326-1382 
Fax: (703) 813-9364 

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