Bruce and Lois Zenkel, et al. - Page 15

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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.  He also represented Grant and some of             
          Grant's clients.  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             
          investments and choose whether or not to organize similar                   




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