Catherine Sloan, For the Commission Staff.

DECISION OF THE COMMISSION:-- WHEREAS under a notice given on February 14, 1992, a hearing under section 144(1) of the Securities Act, S.B.C. 1985, c. 83, was held on March 11, 1992;

AND WHEREAS Andrew James Brass, Tri-Star International Inc. and Crown Securities (the "Respondents") were given notice of the hearing and did not appear;

AND WHEREAS on September 18, 1990, the United States Securities and Exchange Commission (the "SEC") filed a complaint in the United States District Court for the Western District of Washington under the Securities Act of 1933 and the Securities Exchange Act of 1934 for a permanent injunction and ancillary relief against the Respondents in connection With securities transactions conducted between January 1987 and May 1988;

AND WHEREAS on November 8, 1991, the U.S. Court issued Findings of Fact and Conclusions of Law in connection with the securities transactions including:

1.		that the Respondents promoted, offered and sold securities of several Panamanian shell corporations to 93 U.S. investors raising $977,387, at a time when no registration statement was filed with the SEC and no exemption from registration existed;
2.		that the Respondents intentionally or recklessly in connection with the securities transactions employed schemes to defraud, made untrue statements of material facts and omitted to state material facts necessary in order to make the statements made, in the light of the circumstances under which they were made,not misleading, and engaged in practices which operated as a fraud and deceit upon other persons, by doing the following:

a)		preparing the market to create a demand for the securities which had no or little value,
b)		operating "boiler rooms" in Costa Rica from which investors in the United States were solicited,
c)		using fictitious names to conceal their true identity,
d)		mailing purchase confirmations to investors patterned after those used by legitimate brokerage firms,
e)		establishing bank accounts in foreign jurisdictions with banking secrecy laws; and
f)		making false representations, promises and statements concerning:

i)		the financial condition of the Panamanian corporations,
ii)		the risks of investing in the securities,
iii)		the status of the Panamanian corporations' operations,
iv)		the prospects of the Panamanian corporations,
v)		the value of the Panamanian corporations' assets and the value of the securities, and
vi)		the existence of markets for re-selling the securities; and

3.

that there is a reasonable likelihood that the Respondents will, unless restrained and enjoined, continue to engage in the kind of conduct as set out.

AND WHEREAS Brass resides in British Columbia and was prior to February 14, 1992 trading securities listed on the Vancouver Stock Exchange;

AND WHEREAS we consider it to be in the public interest;

NOW THEREFORE we order:

1.		under section 144(1)(c) of the Act, that the exemptions described in sections 30 to 32, 55, 58, 80 and 81 of the Act do not apply to Brass, Tri-Star and Crown for a period of 25 years from the date of this order; and
2.		under section 144(1)(d) of the Act, that Brass is prohibited from becoming or acting as a director or an officer of

a)		any reporting issuer,
b)		any issuer that in connection with a distribution of a security, other than a security described in section 32(j) of the Act, is required to comply with section 42 of the Act or relies on any of the exemptions under the Act or the Securities Regulation, B.C. Reg. 270/86, and
c)		any issuer that provides management and administrative, promotional or consulting services to a reporting issuer,

J.C. MAYKUT
Vice Chairman
E.L. LIEN
Member
H.D. BROWNE
Member