“Executive Summary” of OIG Report: Investigation of Failure of the SEC
http://www.sec.gov/spotlight/secpostmadoffreforms/oig-509-exec-summary.pdf

Shapiro comments:
http://www.sec.gov/news/speech/2009/spch090209mls-2.htm

http://www.cnbc.com/id/15840232?video=1237183961&play=1

This payment (or is it something else? payoff?) of $21 Millions Dollars was NOT revealed in the original Schedule 14D-9 filed by MEDX with the SEC when the merger was first announced.

The only reason this information became public knowledge is because of the Class Action Law Suit Against MEDX and BMY. The lawyers in this suit came to a settlement which revealed some additional information. The one sentence statement revealing this payment (payoff?) is:

“Medarex has agreed to pay Goldman Sachs a transaction fee of approximately $21 million, all of which is payable only upon consummation of the Contemplated Transactions.”

( See Under Item 4….
http://www.sec.gov/Archives/edgar/data/874255/000095012309036962/w75454sc14d9za.htm )

There is no explanation of WHAT services Goldman Sachs would render that would be paid out by MEDX to Goldman Sachs ONLY IF the deal was consummated.

What services rendered by Goldman Sachs could be worth approximately 1% of the 2.1 Billion Dollar Merger Dear ($21 Million Dollars)?

Since I know there is corruption on Wall Street, I wonder about this “payment.” And I wonder if this “payment” was really a “payoff” for services rendered for by the Wall Street Counterfeit Machine??

Congressmen Seek SEC Fraud Data On Stanford
http://www.2theadvocate.com/news/56448927.html

…She began her career as an associate with the law firm of Davis Polk & Wardwell in 1981, where she worked with commercial banks, investment banks and corporations on mergers and acquisitions, syndicated loans and public and private securities offerings…
http://www.sec.gov/about/commissioner/nazareth.htm

“O” it gets better…
Top Treasury Pick to Withdraw From Consideration
March 05, 2009 6:33 PM
Annette Nazareth, Treasury Secretary Tim Geithner’s expected pick to be his top deputy at the Treasury Department has withdrawn from consideration, administration sources confirm….

A Democratic source tells me that Nazareth faced resistance on Capitol Hill for being “too lax a regulator” at the SEC. …

Mar 6, 2009 2:38:47 AM a comment that followed the above article was:
“Annette Nazareth’s husband had his own problem with missing a derivatives mess at his former position and that might have been an embarrassment.”
http://blogs.abcnews.com/george/2009/03/top-treasury-pi.html

ironically her husband Roger W Ferguson Jr took office and served on the Federal Reserve Board in November 1997.
http://www.answers.com/topic/roger-w-ferguson

“And I wonder how many “Counterfeit Shares” were created and subsequently tendered during the tendering period?”

SHOULD READ:

And I wonder how many “Counterfeit Shares” were created JUST BEFORE the tendering period, and subsequently tendered during the tendering period?

BMS (BMY) announced this morning that 90.7% of the MEDX outstanding shares have been tendered and a “”short-form merger,”… expected to occur on or about September 1, 2009….”

( http://finance.yahoo.com/news/BristolMyers-Squibb-Completes-bw-665560724.html?x=0&.v=1 )

I wonder how many “Counterfeit Shares” were created and tendered during the tendering period?

And I wonder how many “Counterfeit Shares” were created and subsequently tendered during the tendering period?

Of course, we do not know how many “Counterfeit Shares” were created JUST BEFORE, and DURING the tender period, nor long before the tendering period, since the SEC does not require Wall Street to report Ex Clearing transactions.

Once again SEC you have failed to protect the small retail investor, the mass majority of investors in the United States!

Questions raised over Goldman research policyFont size: A | A | A10:28 AM ET 8/24/09 | Marketwatch
RELATED QUOTES

4:01 PM ET 8/31/09
Symbol Last % Chg
GS 165.46 0.00%
JNS 12.72 0.00%
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NEW YORK (MarketWatch) — Goldman Sachs Group Inc. regularly provides its top clients with stock-trading tips that differ from the firm’s published research reports, The Wall Street Journal reported on Monday.

The report said that the firm’s (GS) researchers hold weekly meetings, referred to as the “trading huddle,” at which analysts discuss their latest views of individual stocks, and that those views are passed on to the firm’s top clients and Goldman traders who run the firm’s own money.

The paper, citing company documents, said few of the firm’s clients who receive written stock research from Goldman ever hear or know about the views that emerge from the meetings.

The report cited research on asset manager Janus Capital Group Inc. (JNS) as an example of the practice.

It said Goldman issued a report on Janus on April 1, 2008, rating the stock neutral, and a day later at one of the weekly meetings told a group of Goldman traders that the stock was likely to go higher.

Following that meeting, the paper reported that research department employees called about 50 favored clients, and passed on the information about Janus from the meeting.

Goldman’s clients who receive written research did not find out about the bullish update until six days after the call to top clients, according to the report.

The report cited critics of the practice, who argue that the policy hurts customers who do not receive the updates.

The report quoted a Goldman Sachs spokesman in its story saying, “Analysts are expected to discuss events that may have a near-term or short-term impact on a stock’s price.” He further told the paper that earnings estimates or stock-price targets “must be published and disseminated broadly to all clients.”

Goldman Sachs declined to comment to MarketWatch on the story.

I just saw the new Canadian commercial for Overstock and have some constructive criticism as I think the ad campaign will be ineffective.

- the experience for Canadians to buy is really bad. The tiny Canadian market probably isn’t worth it, but if it is, get the website right first. I’ve tried to buy for no other reason than I want my money to go to Overstock and I get bounced around so much that I get frustrated and give up. The best advice may be to skip Canada as it’s too much bother for an extra 10%. Check how many empty shopping carts are abandoned in Canada.

- if you do skip us, make sure you aren’t paying for ads that show here. OSTK advertised heavily in Canada when it wasn’t available here. Sites like CNN should discount you for Canadian traffic unless they can block us.

- the emphasis on O makes people think of Oprah which isn’t a plus. It’s just confusing. Oprah makes me think of wealth (hers), free (cars to her audience), her magazine, feminism, etc. My brain goes on a stream of consciousness that doesn’t talk to the benefit of your company. The only way I’d ever use O is if you had an endorsement from Oprah. Otherwise, it seems like you are trying to cling onto her. By the time my eyes stop glazing over, I think it is a new oprah product that she will explain on one of her shows.

- people only care about themselves. The ad should be about what overstock is going to do for me, not why I should care about Patrick. No one cares about the CEO unless he’s sending them discount cards. The ad has to be about what is in it for me or there is no point to running it.

- CEO’s shouldn’t be in videos. From Bill Gates to Remington “I bought the company”, it isn’t effective. When I hear the men’s wearhouse guy, I just keep thinking he needs to quit smoking or he’s going to get cancer and I just imagine his clothes are full of smoke. No one cares about the owner of the business. It just steals words from how I can log in and save money and why I would want to. It can only be negative. Why not pull the CEO out, so even shorts would buy and save money.

- the product is not well known here. It isn’t clear what you are selling. The name is about how there is too much of something. OVER stock. Over has a negative connotation.

Over fed, over indulged, over paid, etc.

Only talk about the negative of Over if you can talk about the benefit such as UNDER charged.

You could talk about how OVERstock means UNDERcharging, but unless you talk about the UNDER benefit, it only comes across as a negative. Most people think of the word OVER as a negative, such as my life is OVER.

Why should I care? The ads should be about how the over stock is the company’s problem, but my short term opportunity to save. (I need to hurry up and buy because the crazy deal is only there until the stock is gone.)

- it’s too much from the company’s point of view. “What’s in it for me!” The ad seems to be about the company bragging about itself.

I want nothing better than for Overstock to short squeeze the b_turds.

Discount is popular here. Liquidation World. One I can’t think of I go to all the time, etc.

We have an annoying grocery store that I can’t even think of the brand name (extra save, super save, great save, something like that, but they don’t advertise and I can’t even think of the name except I believe they are cheap and shop there), but I remember reading a story that you think you are saving money because the experience is so terrible. Glaring yellow, bright lights, card board boxes, nothing in the right place.

Anyway, I get the feeling you are marketing to us rich folk, when you should be marketing to two demographics. Your ad is too nice. Images of wealth and relaxation and ease. Saving money is supposed to be a chore. You should market that it IS a chore, but the computer does it for you, kind of like the roomba vacuums. Talk about how hard saving is, but the internet automates the saving chore, while you still get the money savings.

You should play up you charity and you should play up your savings.

I bet 90% of the population would choose you over another provider if they thought you were more charitable. I know that’s not why you do it. You do it because you are a nice person. But, your marketing has to let people be aware.

Don’t be afraid to hire a professional image consultant that can brag about OSTK when you don’t want to because your charity is from your heart.

The savings and charity are no where in your commercials.

I would hire a professional marketing consultant, even if it cost a fortune, because you have so much good will, even potentially bringing the story about the super hero Patrick, fighting naked shorting for the good of the average saver, but it has to be done right and the ad comes across as amature.

Anyway, Judd, delete this as soon as you see this, but make sure Patrick gets it.

He’s my hero and I want him to win and succeed and the constructive critisism is towards that goal.