FINRA

SECTION 10(B) OF THE SECURITIES EXCHANGE ACT OF 1934, NASD RULES 2110, 2120, 3040, 8210, - BEHRENS, WHILE SELLING NOTES THROUGH AN ENTITY HE CONTROLLED, FAILED TO DISCLOSE TO INVESTORS THAT FUNDS FROM NEW INVESTORS WERE BEING USED TO PAY EARLIER INVESTORS. ALSO, HE DID NOT DISCLOSE IN WRITING TO HIS MEMBER FIRM THAT HE WAS SELLING THE NOTES TO INVESTORS AND HIS MEMBER FIRM DID NOT PROVIDE WRITTEN APPROVAL FOR HIM TO DO SO. HE FAILED TO RESPOND TO FINRA REQUEST FOR INFORMATION RELATING TO THIS MATTER.

Acceptance, Waiver & Consent(AWC)

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WITHOUT ADMITTING OR DENYING THE FINDINGS, BRYAN S. BEHRENS CONSENTED TO THE DESCRIBED SANCTION AND TO THE ENTRY OF FINDINGS; THEREFORE, HE IS BARRED FROM ASSOCIATION WITH ANY FINRA MEMBER IN ANY CAPACITY.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

SEC ADMINISTRATIVE PROCEEDING RELEASE NOS. 34-58360 AND 40-2769, AUGUST 14, 2008: THE SECURITIES AND EXCHANGE COMMISSION ("COMMISSION" OR "SEC") DEEMS IT APPROPRIATE AND IN THE PUBLIC INTEREST THAT PUBLIC ADMINISTRATIVE PROCEEDINGS BE, AND HEREBY ARE, INSTITUTED PURSUANT TO SECTION 15(B) OF THE SECURITIES EXCHANGE ACT OF 1934 ("EXCHANGE ACT") AND SECTION 203(F) OF THE INVESTMENT ADVISERS ACT OF 1940 ("ADVISERS ACT") AGAINST BRYAN S. BEHRENS ("BEHRENS" OR "RESPONDENT"). IN ANTICIPATION OF THE INSTITUTION OF THESE PROCEEDINGS, RESPONDENT HAS SUBMITTED AN OFFER OF SETTLEMENT (THE "OFFER") WHICH THE COMMISSION HAS DETERMINED TO ACCEPT. ON JULY 28, 2008, A FINAL JUDGMENT WAS ENTERED BY CONSENT AGAINST RESPONDENT PERMANENTLY RESTRAINING AND ENJOINING HIM FROM FUTURE VIOLATIONS OF SECTION 17(A) OF THE SECURITIES ACT OF 1933 AND SECTION 10(B) OF THE EXCHANGE ACT AND RULE 10B-5 THEREUNDER, IN THE CIVIL ACTION ENTITLED SECURITIES AND EXCHANGE COMMISSION V. BRYAN S. BEHRENS, ET. AL., CIVIL ACTION NUMBER 8:08CV13, IN THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF NEBRASKA.

Order

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SOLELY FOR THE PURPOSE OF THESE PROCEEDINGS AND ANY OTHER PROCEEDINGS BROUGHT BY OR ON BEHALF OF THE COMMISSION, OR TO WHICH THE COMMISSION IS A PARTY, AND WITHOUT ADMITTING OR DENYING THE FINDINGS HEREIN, EXCEPT AS TO THE COMMISSION'S JURISDICTION OVER HIM AND THE SUBJECT MATTER OF THESE PROCEEDINGS, WHICH ARE ADMITTED, RESPONDENT CONSENTS TO THE ENTRY OF THIS ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 15(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND SECTION 203(F) OF THE INVESTMENT ADVISERS ACT OF 1940, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS ("ORDER"). ACCORDINGLY, IT IS HEREBY ORDERED: PURSUANT TO SECTION 15(B)(6) OF THE EXCHANGE ACT AND SECTION 203(F) OF THE ADVISERS ACT, THAT RESPONDENT BE, AND HEREBY IS BARRED FROM ASSOCIATION WITH ANY BROKER, DEALER, OR INVESTMENT ADVISER. ANY REAPPLICATION FOR ASSOCIATION BY THE RESPONDENT WILL BE SUBJECT TO THE APPLICABLE LAWS AND REGULATIONS GOVERNING THE REENTRY PROCESS, AND REENTRY MAY BE CONDITIONED UPON A NUMBER OF FACTORS, INCLUDING, BUT NOT LIMITED TO, THE SATISFACTION OF ANY OR ALL OF THE FOLLOWING: (A) ANY DISGORGEMENT ORDERED AGAINST THE RESPONDENT, WHETHER OR NOT THE COMMISSION HAS FULLY OR PARTIALLY WAIVED PAYMENT OF SUCH DISGORGEMENT; (B) ANY ARBITRATION AWARD RELATED TO THE CONDUCT THAT SERVED AS THE BASIS FOR THE COMMISSION ORDER; (C) ANY SELF-REGULATORY ORGANIZATION ARBITRATION AWARD TO A CUSTOMER, WHETHER OR NOT RELATED TO THE CONDUCT THAT SERVED AS THE BASIS FOR THE COMMISSION ORDER; AND (D) ANY RESTITUTION ORDER BY A SELF-REGULATORY ORGANIZATION, WHETHER OR NOT RELATED TO THE CONDUCT THAT SERVED AS THE BASIS FOR THE COMMISSION ORDER.

DEPARTMENT OF INSURANCE FOR THE STATE OF NEBRASKA

THE CONSENT ORDER ALLEGES THAT MR. BEHRENS VIOLATED MULTIPLE NEBRASKA STATUTES.

Consent

Revocation/Expulsion/Denial

THE INSURANCE DEPARTMENT REVOKED MR. BEHRENS' NEBRASKA INSURANCE LICENSE EFFECTIVE 01/05/2009.

U.S. SECURITIES AND EXCHANGE COMMISSION

SEC LITIGATION RELEASE 20427, JANUARY 10, 2007: THE COMMISSION'S COMPLAINT, FILED ON JANUARY 10, ALLEGES THAT BEHRENS AND RESPONDENT FIRM HAVE ENGAGED IN SECURITIES FRAUD IN THE OFFER AND SALE OF PROMISSORY NOTES OVER A PERIOD EXTENDING BACK AT LEAST FIVE YEARS. THE COMPLAINT ALLEGES THAT DEFENDANTS VIOLATED SECTION 17(A) OF THE SECURITIES ACT OF 1933, SECTION 10(B) OF THE SECURITIES EXCHANGE ACT OF 1934 AND RULE 10B-5 THEREUNDER. ACCORDING TO THE COMPLAINT, THE DEFENDANTS FRAUDULENTLY RAISED APPROXIMATELY $6.5 MILLION FROM APPROXIMATELY 20 INVESTORS, INCLUDING SENIOR CITIZENS. THE COMPLAINT FURTHER ALLEGES THAT THE DEFENDANTS OFFERED PROMISSORY NOTES TO INVESTORS FALSELY CLAIMING THAT THE INTEREST PAYABLE ON THE NOTES, APPROXIMATELY 9% INTEREST PER ANNUM, WOULD BE GENERATED FROM LENDING INVESTORS' MONEY TO OTHERS AT A HIGHER RATE OF INTEREST. THE ACTUAL USES TO WHICH THE MONIES WERE PUT WERE ALLEGEDLY NOT DISCLOSED TO INVESTORS. ACCORDING TO THE COMPLAINT, BEHRENS, THROUGH THE FIRM, OPERATED A PONZI-LIKE SCHEME BY USING PROCEEDS OBTAINED FROM NEW INVESTORS TO MAKE PAYMENTS TO EARLY INVESTORS. BEHRENS IS FURTHER ALLEGED TO HAVE MISAPPROPRIATED APPROXIMATELY $3.5 MILLION FOR PERSONAL USE, INCLUDING FINANCING RENOVATIONS TO HIS TWO HOMES, PURCHASING LUXURY VEHICLES, AND TRANSFERRING MONEY TO ANOTHER COMPANY THAT BEHRENS OWNS.

Judgment Rendered

Disgorgement/Restitution

Cease and Desist/Injunction

SEC LITIGATION RELEASE 20685, AUGUST 15, 2008: THE SECURITIES AND EXCHANGE COMMISSION ANNOUNCED THAT ON JULY 28, 2008 THE UNITED STATES DISTRICT COURT FOR THE DISTRICT OF NEBRASKA ENTERED A JUDGMENT BY CONSENT AGAINST BRYAN S. BEHRENS AND HIS COMPANY. WITHOUT ADMITTING OR DENYING THE ALLEGATIONS IN THE COMMISSION'S COMPLAINT, BEHRENS CONSENTED TO THE ENTRY OF A JUDGMENT THAT PERMANENTLY ENJOINING HIM FROM VIOLATING SECTION 17(A) OF THE SECURITIES ACT OF 1933, SECTION 10(B) OF THE SECURITIES EXCHANGE ACT OF 1934, AND RULE 10B-5 THEREUNDER. ALSO PURSUANT TO THE JUDGMENT, RESPONDENTS ARE OBLIGATED TO PAY DISGORGEMENT WITH PREJUDGMENT INTEREST AND A CIVIL PENALTY IN AMOUNTS YET TO BE DETERMINED. FURTHER, THE COURT APPOINTED A RECEIVER TO LOCATE, PRESERVE AND PROTECT ALL ASSETS THAT ARE SUBJECT TO DISGORGEMENT AND PENALTIES, AND TO MAXIMIZE RETURNS TO INVESTORS.

STATE OF IOWA DEPT. OF INSURANCE

THE ALLEGATIONS WERE AGAINST AGENTS THAT WERE UNDER MY SUPREVISION.

Consent

Suspension

A 2 YEAR VOLUNTARY SUSPENSION OF MY IOWA NON-RESIDENT LICENSE

AGENTS UNDER MY SUPERVISION WERE NOT FOLLOWING THE STATE OF IA REPLACEMENT RULES. JOHN HANCOCK DID NOT REQUIRE REPLACEMENT FORMS SIGNED WHEN THEY WOULD TAKE DIVIDENDS ON LOANS FROM EXISTING J.H POLICIES TO PURCHASE NEW POLICIES. THESE EVENTS WERE PERFORMED BY 2 AGENTS WANTING TO PERSUE THEIR CAREERS BY BRINGING THIS TO THE STATEES ATTENTION. THESE AGENTS WERE SUBSEQUENTLY TERMINATED. THE STATE NOTIFIED ME IN THE LATER PART OF 1988. SINCE I DID NOT DO MUCH BUSINESS WITH IA. LEGAL COUNSEL INFORMED ME TO GIVE UP MY LICENSE VOLUNTARILY FOR 2 YEARS. MDRT REVIEWED THIS MATTER ALONG WITH THE STATE OF NE. THEY TOOK NO ACTIONS.