including manipulating the check collection system and procedures of the Federal Reserve System and causing repeated and substantial drawings against uncollected funds:

(a) drawing down arbitrary amounts, unrelated to,

and in excess of, the volume of customer funds deposited,
and thereafter covering such excessive drawdowns by
depositing checks drawn upon zero balance accounts of
the defendant Hutton Company; and

(b) causing funds to be successively transferred between various branch and regional depository bank accounts of the defendant Hutton .Company, prior to their deposit in a prime depository bank, thereby inflating the funds drawn down so that they exceeded the amount of customer funds originally deposited; and (i) utilizing in conjunction therewith formulas and methods by which the actual amount of customer funds was excessively multiplied or otherwise arbitrarily increased and (ii) exploiting the opportunities for delayed clearing times of items deposited into the defendant's branch and regional depository banks. During the period from July 1, 1980 through February 28, 1982, the defendant Hutton Company's drawings against uncollected funds aggregated well in excess of $1 billion.

10. It was a further part of said scheme and artifice to defraud that the following manner and means were utilized to further the fraudulent misuse of the defendant Hutton Company's depository bank accounts described in paragraph

"9." above:

(a) the draft, issue and negotiation of checks drawn upon certain of the defendant Hutton Company's branch and regional depository accounts in arbitrary amounts unrelated to and in excess of the amounts shown upon the defendant's book balances for said accounts at the time of said draft, issue and negotiations; and

(b) covering the checks described in sub-paragraph "(a)" above by drafting checks upon zero balance accounts, and depositing said checks into the defendant Hutton Company's branch and regional depository banks for the purpose of concealing the arbitrary and excessive amount of overdrafts in said depository accounts; and

(c) causing uncollected funds to be withdrawn from certain of the defendant Hutton Company's branch and regional depository banks to such an extent as to produce a net ongoing uncollected balance at those banks without the prior agreement or consent of those banks. authorizing said withdrawals.

11. Between July 1, 1980 and February 28, 1982, in the Middle District of Pennsylvania and elsewhere, the defendant Hutton Company, for the purpose of executing the scheme and artifice to defraud, and attempting to do so, did knowingly cause to be delivered by the United States Postal Service, according to the directions thereon, certain mail matter on 100 occasions.

All in violation of Title 18, United States Code, Section

COUNTS 101 2,000

12. Paragraphs "1." through "10." of Counts 1-100 of this information are hereby realleged and incorporated by reference as though fully set forth herein.

13. Between July 1, 1980 and February 28, 1982, in the Middle District of Pennsylvania and elsewhere, the defendant Hutton Company, for the purpose of executing the scheme and artifice to defraud, and attempting to do so, did knowingly transmit and cause to be transmitted by means of wire communications in interstate commerce, writings, signs, signals, pictures and sounds on 1,900 occasions.

All in violation of Title 18, United States Code,

1. The defendants The E.F. Hutton Group Inc. and E.F. Hutton & Company Inc.:

(i)

(ii)

(iii)

(iv)

(v)

admit the allegations of the Complaint;

admit the jurisdiction of this Court over them

and over the subject matter of this action;

admit the service upon them of the Summons and
Complaint in this action;

waive the filing of an Answer;

waive the making of any Findings of Fact and

(vi)

(vii)

Conclusions of Law under Rule 52 of the Federal

Rules of Civil Procedure;

enter an appearance in this action; and

hereby consent to the entry of the attached
Final Judgment of Permanent Injunction against
them, in the form attached hereto as "Exhibit A",
without further notice.

2. The defendants The E.F. Hutton Group Inc. and

E.F. Hutton & Company Inc. hereby waive any right they may have

to appeal from the entry of a Final Judgment of Permanent

Injunction.

3.

The defendants The E.F. Hutton Group Inc. and

E.F. Hutton & Company Inc. enter into this Consent and Undertaking voluntarily, and no promise or threat of any kind whatsoever has been made by the United States of America or any officer, agent or representative thereof to induce The E.F. Hutton Group Inc. or E.F. Hutton & Company Inc. to enter into this Consent and Undertaking, other than those promises expressed in the Notice of Plea Agreement and Plea Agreement, a copy of which is attached hereto as "Exhibit B".

4. The defendants The E.F. Hutton Group Inc. and

E.F. Hutton & Company Inc. hereby undertake:

(a) That the defendant E.F. Hutton & Company Inc. ("Hutton Company") shall make full restitution, in accordance with paragraph "4" of the Plea Agreement dated April , 1985, to all banks and other financial institutions, whether or not such banks or financial institutions were federally

chartered or insured, with which Hutton Company maintained a deposit relationship, during the period from July 1, 1980 through December 31, 1982, of all net uncompensated interest losses incurred by said banks or financial institutions as a result of Hutton Company having withdrawn uncollected funds from said banks and financial institutions without prior written agreement.