UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MASSACHUSETTS
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S & S ASSOCIATES, on behalf of :
itself and all others similarly :
situated, ::
Plaintiff, :: Civil Action No. 96-12572-EFH
v. :: PLAINTIFF DEMANDS
OPEN ENVIRONMENT CORPORATION, : A TRIAL BY JURY
ALBERT CARNESALE, JAMES E. COWIE, :
PHILIP R. COPELAND, JOHN J. :
DONOVAN, JR., JOHN J. DONOVAN, :
SR., JAMES L. DRISCOLL, ADAM C. :
HONIG, WILLIAM G. KELLEY, :
PAUL W. MacAVOY, NATHAN P. MORTON, :
and E. DENIS [sic] ROSS, ::
Defendants. ::
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CLASS ACTION COMPLAINT
Plaintiff, by the undersigned attorneys, for its
complaint against defendants, alleges upon information and belief,
except as to those allegations pertaining to plaintiff and its
counsel, based upon the facts alleged below, as follows:
1. This action arises under Sections 11 and 15 of the
Securities Act, 15 U.S.C. §§ 77k and 77o, Sections 10(b) and 20(a)
of the Securities Exchange Act of 1934 (the "Exchange Act"), 15
U.S.C. §§ 78j(b) and 78t(a), and SEC Rule 10b-5 promulgated
thereunder by the Securities and Exchange Commission (the "SEC").
2. Jurisdiction is based on Section 22(a) of the
Securities Act, 15 U.S.C. § 77v, Section 27 of the Exchange Act, 15
SNIPPETS:
UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF MASSACHUSETTS
Plaintiff, by the undersigned attorneys, for its
Securities Act, 15 U.S.C. § 77v, Section 27 of the Exchange Act, 15
Venue is proper in this district pursuant to § 22 of
Defendants maintained executive
Environment Corp. common stock during the
Class Period as set forth in the attached certification and was
Registration Statement for the Offering.
Defendants Albert Carnesale,
1996 as the acting chief Executive Officer of Open.
Defendant Nathan P. Morton served as
The-above-named individual defendants (hereinafter
CLASS ACTIONS ALLEGATIONS
Excluded from the Class are the defendants, members of
the Class Period omitted and/or misrepresented material facts about
made, the particular speaker knew that the particular forwardlooking statement was false or
materially false and misleading financial results in the
91-1, entitled "Software Revenue Recognition."
revenues, upon shipment, provided that no significant obligations
purportedly adhered to the foregoing accounting principles,
Net Income Per Share for the fourth quarter of 1994 and the 1994
Therefore Open could not recognize revenue pursuant to GAAP,
Company and certain of its customers entered into non-cancelable letters of understanding
After a review by the staff of the Securities and Exchange Commission, the Company has agreed
Net earnings for 1995 before the acquisition-related special charges were up 258 percent to
Driscoll admitted the material overstatement of revenues and
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