UNITED STATES OF AMERICA

UNITED STATES OF AMERICA

Before the

SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934

Release No. 100586 / July 24, 2024

ADMINISTRATIVE PROCEEDING

File No. 3-17808

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In the Matter of

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CITIGROUP GLOBAL MARKETS, :

INC.,

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Respondent.

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ORDER DIRECTING

DISBURSEMENT OF FAIR FUND

ADMINISTRATIVE PROCEEDING

File No. 3-17809

In the Matter of

MORGAN STANLEY SMITH

BARNEY LLC,

Respondent.

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On September 14, 2023, the Division of Enforcement, pursuant to delegated authority,

published a Notice of Proposed Plan of Distribution and Opportunity for Comment (“Notice”),1

pursuant to Rule 1103 of the Commission’s Rules on Fair Fund and Disgorgement Plans

(“Commission’s Rules”);2 and simultaneously posted the Proposed Plan of Distribution

(“Proposed Plan”). The Notice advised interested persons that they could obtain a copy of the

Proposed Plan from the Commission’s public website or by submitting a written request to

Jennifer Cardello, via email at cardelloj@sec.gov. The Notice also advised that all persons

desiring to comment on the Proposed Plan could submit their comments, in writing, within 30

1

2

Exchange Act Rel. No. 98399 (Sept. 14, 2023).

17 C.F.R. § 201.1103.

days of the Notice. The Commission received no comments on the Proposed Plan during the

comment period. On November 15, 2023, the Division of Enforcement, pursuant to delegated

authority, issued an order approving the Proposed Plan,3 and posted the approved Plan of

Distribution (the “Plan”).

The Plan provides for the distribution of the Fair Fund, plus accumulated interest, less

taxes, fees, and expenses, to the harmed investors according to the methodology set forth in the

Plan.

Pursuant to the Plan, the Fund Administrator has compiled the payee information and

prepared a payment file in a Commission-approved format. The Commission staff has reviewed

and accepted the payment file and requests, pursuant to Rule 1101(b)(6) of the Commission’s

Rules,4 that the Commission direct the payment of $903,012.09 from the Fair Fund for

distribution by the Fund Administrator in accordance with the Plan.

Accordingly, it is hereby ORDERED, that the Commission staff shall direct the

payment of $903,012.09 from the Fair Fund for distribution in accordance with the Plan.

For the Commission, by the Division of Enforcement, pursuant to delegated authority.5

Vanessa A. Countryman

Secretary

3

See Order Approving Plan of Distribution, Exchange Act Rel. No. 98940 (Nov. 15, 2023).

17 C.F.R. § 201.1101(b)(6).

5

17 C.F.R. § 200.30-4(a)(21)(v).

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