Inverworld, Inc., et al. - Page 191

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                  4.    Sales Commissions and Fees                                                        
                        a.     Currency Fund                                                              
                  LTD created the "InverWorld Currency Fund" (Currency Fund)                              
            to offer its clients access to the international currency market.                             
            Clients purchased units in the Currency Fund in $1,000 increments                             
            with a $20,000 minimum.  LTD deposited the funds in a foreign                                 
            bank, which decided in which currencies the funds that LTD placed                             
            with it would be invested.                                                                    
                  The client's yield on the fund was based on any increase in                             
            the value per share over the term of the investment.  No periodic                             
            dividend or interest was paid.  LTD's role was to act as                                      
            "Manager" of the Currency Fund.  LTD and INC received clients’                                
            funds, transferred them for management by the European banks, and                             
            issued a periodic statement of the client's allocated share of                                
            the Fund, using values determined by the fund managers in Europe.                             
            Funds that were "placed" by LTD’s clients in the Currency Fund                                
            were not always placed by LTD in foreign institutions.  During                                
            the taxable year ended June 30, 1988, funds in the Currency Fund                              
            were invested in cash accounts, money market accounts, and                                    
            investment accounts managed by Merrill Lynch and Lombard Odier &                              
            Lir (Lombard).  During the taxable year ended June 30, 1989,                                  
            funds in the Currency Fund were invested in Euro-deposits, Pace                               
            investments, loans, and investment accounts managed by Bear                                   
            Stearns, Merrill Lynch, and Lombard.                                                          






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