Wechsler & Co., Inc. - Page 10

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         petitioner.  As previously discussed, he was petitioner’s                    
         president and chairman of its board.  He was intimately involved             
         in managing petitioner’s business, closely supervised all of                 
         petitioner’s trading and investment activities in debt and equity            
         securities, and worked long hours.  Among other things, he:  (1)             
         Conducted all of petitioner’s marketing, (2) determined the                  
         securities for which petitioner would be a market maker, and (3)             
         managed petitioner’s investment portfolio.  Besides Mr. Wechsler,            
         from 1992 through 1997 petitioner had two salesmen, three to five            
         traders, and one to five assistants working at its trading desk.             
         Mr. Wechsler spent most of his time at work either in                        
         petitioner’s trading room or in his office adjoining the trading             
         room, which was only 4 to 5 feet away from the trading desk.                 
         Petitioner’s trading room was a large room that contained a large            
         trading desk that had four seats on each side and two seats at               
         each end, with a telephone at each seat position.  All of the                
         traders, institutional sales representatives, and certain support            
         staff sat together in the trading room.  The traders sat at the              
         central seats of the trading desk, with each trader generally                
         having five computers.  When Mr. Wechsler was in his office, his             
         office door into the trading room was open 99 percent of the                 
         time.                                                                        
              In managing petitioner, Mr. Wechsler was assisted by three              
         individuals who had worked for petitioner for a number of years:             






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