William and Joan Spears - Page 14

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               Although investment counseling was related to his firm's               
          line of business, Becker did not consider himself in the business           
          of providing investment advice.  Becker did not normally hire               
          other professionals for consultation or advice.  In circumstances           
          where he believed there was a need for outside advice, he would             
          so advise the client.  Between 30 and 40 of Becker's clients                
          invested in the Plastics Recycling partnerships.                            
               Becker learned of the Plastics Recycling transactions when a           
          prospective client presented him with an offering memorandum                
          concerning the transactions in August or September 1981.  Becker            
          reviewed the offering memorandum and spoke to Miller, one of the            
          key figures in the transactions and an acquaintance of Becker's.            
          Miller was a shareholder of F & G Corp. and, as noted, the                  
          corporate counsel to PI.  Thereafter, Becker recommended the                
          investment to the prospective client.  Although the prospective             
          client did not invest in the Plastics Recycling transactions,               
          Becker became interested in the proposal and organized the SAB              
          recycling partnerships in order to make similar investments in              
          Sentinel EPE recyclers conveniently available to appropriate                
          clients.                                                                    
               In organizing the SAB recycling partnerships, Becker was not           
          allowed to change the format of the transactions or the purchase,           
          lease, or licensing prices of the Sentinel EPE recyclers.  He was           
          allowed only to conduct a limited investigation of the proposed             






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