Universal Express Motion For Partial Summary Judgement....

Below is the 13 page motion of defendant's Universal Express, INC., Richard Altomare and Chris Gunderson for partial summary judgment of dismissal and supporting memorandum of law.

Below that is the 11 page Declaration from Chris Gunderson.

For media and other inquiries that would like PDF versions of all 17 major posts via email please send request to usxpshareholders(at)gmail(com).

BARRY SCHAEVITZ, ESQ (BS-3405)
JACOB MEDINGER & FINNEGAN, LLP
Local Counsel for Defendants Universal
Express, Inc., Richard A. Altomare and
Chris G. Gunderson
1270 Avenue of the Americas, 31st Floor
New York, NY 10020

(212) 332-7773 (telephone)
(212) 332-7239 (facsimile)
and

ARTHUR W. TIFFORD, ESQ.
TIFFORD AND TIFFORD, P.A.
Lead Counsel for Defendants Universal
Express, Inc., Richard A. Altomare and
Chris G. Gunderson
1385 N.W. 15th Street
Miami, FL 33125

(305) 545-7822 (telephone)
(305) 325-1825 (facsimile)
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK

CASE NO. 04-CV-02322-GEL

U.S. SECURITIES AND EXCHANGE COMMISSION,
Plaintiff,

v.
UNIVERSAL EXPRESS, INC., etc., et al.,

Defendants.
_______________________________________________/

MOTION OF DEFENDANTS UNIVERSAL EXPRESS, INC.,
RICHARD A. ALTOMARE AND CHRIS G. GUNDERSON
FOR PARTIAL SUMMARY JUDGMENT OF DISMISSAL AND
SUPPORTING MEMORANDUM OF LAW
(ELECTRONICALLY FILED)


1



Defendants Universal Express, Inc. (“Universal” or “USXP”),
Richard A. Altomare (“Altomare”) and Chris G. Gunderson
(“Gunderson”), by their undersigned attorneys and pursuant to
Rule 56, Federal Rules of Civil Procedure, respectfully move for
the entry of an order in the above styled civil action awarding
them a partial summary judgment of dismissal. As demonstrated in
the following memorandum of law, there exist no genuine issues
of material fact and, as a matter of law, Universal, Altomare
and Gunderson are entitled to the dismissal of the Complaint’s
First Claim For Relief, which alleges violations of §§ 5(a) and
5(c) of the Securities Act of 1933, 15 U.S.C. §§ 77e(a)1 and

1

Section 5(a) of the Securities Act of 1933, 15 U.S.C. §
77e(a), is entitled “Sale or delivery after sale of unregistered
securities” and provides:

Unless a registration statement is in effect as to a

security, it shall be unlawful for any person,

directly or indirectly-


(1) to make use of any means or instruments
of transportation or communication in
interstate commerce or of the mails to sell
such security through the use or medium of
any prospectus or otherwise; or
(2) to carry or cause to be carried through
the mails or in interstate commerce, by any
means or instruments of transportation, any
such security for the purpose of sale or for
delivery after sale.
2



77e(c).2

MEMORANDUM OF LAW

I THE FACTUAL SETTING; STATEMENT OF UNDISPUTED FACTS.

As their statement of undisputed facts the movants
incorporate by reference the factual setting below, the facts
set forth in the below memorandum of law and the declaration of
Chris G. Gunderson and its exhibits.

Universal was organized in the State of Delaware on January
16, 1986. It merged into Packaging Plus Services, Inc. (“PPS”),
a Nevada corporation, pursuant to a merger agreement entered
into on April 2, 1986, and filed in the State of Nevada on June
2, 1986. The Nevada corporation, which survived the merger and
changed its domicile to the State of Delaware, was a dormant

2

Section 5(c) of the Securities Act of 1933, 15 U.S.C. §
77e(c), is entitled “Necessity of filing registration statement”
and provides:

It shall be unlawful for any person, directly or
indirectly, to make use of any means or instruments of
transportation or communication in interstate commerce
or of the mails to offer to sell or offer to buy
through the use or medium of any prospectus or
otherwise any security, unless a registration
statement has been filed as to such security, or while
the registration statement is the subject of a refusal
order or stop order or (prior to the effective date of
the registration statement) any public proceeding or
examination under section 77h of this title.

3



public company organized on April 8, 1983, by Mr. Jerry
Beagelman as Silver-Gold Reclamation, Ltd.

On December 19, 1991, PPS filed for reorganization under
Chapter 11, Bankruptcy Code, in the U.S. Bankruptcy Court,
Eastern District of New York (“the Bankruptcy Court”). In re:
Packaging Plus Services, Inc., Debtor, Case No. 191-18486-260
(Hon. Conrad B. Duberstein, U.S. Bankruptcy Judge). Thereafter,
pursuant to an order of the Bankruptcy Court, Mr. Beagelman and
members of his family were removed from all offices and
directorships of PPS and Altomare was installed as its President
and Chief Executive Officer, which positions he continues to
hold.

The Bankruptcy Court, on February 18, 1994, in Case No.
191-18486-260, confirmed PPS’s Plan of Reorganization (“the
Chapter 11 Plan”). Thereafter PPS changed its name to Universal
Express, Inc., and Gunderson was appointed as its General
Counsel, which position he has held to this date.
II THE STATUTORY FRAMEWORK

Section 1123, Bankruptcy Code, 11 U.S.C. §1123, provides in
pertinent part:

(a) Notwithstanding any otherwise applicable non-
bankruptcy law, a plan shall
* **

4



(5) provide adequate means for the plan’s implementation
such as
* **

(j) issuance of securities of the debtor…for cash, for
property, for existing securities, or in exchange for
claims or interests, or for
any other appropriate purpose;…(emphasis added)
Section 1125, Bankruptcy Code, 11 U.S.C. § 1125, is

entitled “Post petition disclosure and solicitation” and in

pertinent part provides:

(e) A person that solicits acceptance or rejection of
a plan, in good faith and in compliance with the
applicable provisions of this title, or that
participates, in good faith and in compliance with the
applicable provisions of this title, in the offer,
issuance, sale, or purchase of a security, offered or
sold under the plan, of the debtor, of an affiliate
participating in a joint plan with the debtor, or of a
newly organized successor to the debtor under the
plan, is not liable, on account of such solicitation
or participation, for violation of any applicable law,
rule, or regulation governing solicitation of
acceptance or rejection of a plan or the offer,
issuance, sale, or purchase of securities.
Section 1145, Bankruptcy Code, 11 U.S.C. § 1145, is

entitled “Exemption from Securities Laws” and in pertinent part

provides:

(a) Except with respect to an entity that is an
underwriter as defined in subsection (b) of this
section, section 5 of the Securities Act of 1933 and
any State or local law requiring registration for
offer or sale of a security or registration or
licensing of an issuer of, underwriter of, or broker
5



or dealer in, a security do not apply to-


(1) the offer or sale under a plan of a
security of the debtor, of an affiliate
participating in a joint plan with the
debtor, or of a successor to the debtor
under the plan-(
A) in exchange for a claim
against, an interest in, or a
claim for an administrative
expense in the case concerning,
the debtor or such affiliate; or
(B) principally in such exchange
and partly for cash or property;
(2) the offer of a security through any
warrant, option, right to subscribe, or
conversion privilege that was sold in the
manner specified in paragraph (1) of this
subsection, or the sale of a security upon
the exercise of such a warrant, option,
right, or privilege;
(3) the offer or sale, other than under a
plan, of a security of an issuer other than
the debtor or an affiliate, if-(
A) such security was owned by
the debtor on the date of the
filing of the petition;
(B) the issuer of such security
is-(
I) required to file
reports under section 13
or 15(d) of the
Securities Exchange Act
of 1934; and
(ii) in compliance with
the disclosure and
6



reporting provision of
such applicable section;
and

(C) such offer or sale is of
securities that do not exceed-(
I) during the two-year
period immediately
following the date of
the filing of the
petition, four percent
of the securities of
such class outstanding
on such date; and
(ii) during any 180-day
period following such
two-year period, one
percent of the
securities outstanding
at the beginning of such
180-day period; or
(4) a transaction by a stockbroker in a
security that is executed after a
transaction of a kind specified in paragraph
(1) or (2) of this subsection in such
security and before the expiration of 40
days after the first date on which such
security was bona fide offered to the public
by the issuer or by or through an
underwriter, if such stockbroker provides,
at the time of or before such transaction by
such stockbroker, a disclosure statement
approved under section 1125 of this title,
and, if the court orders, information
supplementing such disclosure statement.
III THE PLAN’S EXHIBIT “I”

Exhibit “I” to the Chapter 11 Plan was a document entitled

“1994 Stock Option Plan”, also regularly referred to by

7



Universal as the “Stock Incentive Plan”, which in pertinent part

provided:

This Plan shall be known as the “1994 Stock Option
Plan”, (the “Plan”). The purpose of this Plan is to
provide a method to give incentive to those persons or
entities who, in the sole and absolute discretion of
the Board of Directors of Packaging Plus Services,
Inc., a Delaware corporation (“the Company”), are
responsible for the management, growth, and/or
protection of the Company’s business and who are
making and can continue to make substantial
contributions to the success of the Company’s business
including, but not limited to, present and future
officers, directors, employees, consultants,
franchisees and professional advisors of the Company
or any future Parent or Subsidiary.

It is anticipated that the Plan will encourage them to
acquire capital stock ownership in the Company, thus
giving them a, or increasing their, proprietary
interest in the Company, providing them with greater
incentive and encouraging their continuance in the
service, and promoting the interests, of the Company
and all of its stockholders...

*********

The shares to be issued upon exercise of options which
are granted pursuant to this Plan shall be made
available, at the discretion of the Board of
Directors, either from the authorized but unissued
shares of Common Stock or from shares of Common Stock
which are reacquired by the Company, including shares
which are purchased in the open market.

There will be reserved for use upon the exercise of
options which may be granted pursuant to this Plan an
aggregate of 1,250,000 shares of Common Stock.

*********

However,

8



If the number of outstanding shares of Common Stock of
the Company shall be changed by reason of any
recapitalization, stock split, or stock dividend, the
aggregate number and kind of shares for which options
may thereafter be granted under this Plan and the
number of shares subject to options theretofore
granted under and the price per share payable upon
exercise of such options shall be adjusted as
determined by the Plan Administrators, in their sole
and absolute discretion, so as to reflect such change;
provided, however, that no such adjustment shall be
made by reason of the issuance of additional shares of
the Company for services, property or money regardless
of whether the Company received adequate
consideration.

*********
And,

Unless sooner terminated, this Plan shall terminate on
the tenth (10th) anniversary date of the earlier of the
date upon which this Plan is adopted or the date upon
which this Plan is approved by the stockholders of the
Company; provided, however, that all options which are
granted under this plan shall continue in full force
and effect until terminated in accordance with the
terms and conditions of the options and this Plan.
This Plan will be submitted to the stockholders of the
Company for approval by the holders of a majority of
the outstanding shares of Common Stock of the Company.

IV THE CONFIRMED CHAPTER 11 PLAN

Paragraph VI.F of the confirmed Chapter 11 Plan provided:

The protection afforded by Bankruptcy Code section
1125 with regard to the solicitation of acceptances or
rejections of the Plan and with regard to the offer,
issuance, sale, or purchase of the Post petition
Senior Secured Notes and the New Common Stock and New
Warrants issued and distributed to the holders of
Claims and Administrative Claims or in connection with
the Plan and the Confirmation Order, shall apply to

9



the full extent provided by law. The entry of the
Confirmation Order shall constitute the determination
by the Bankruptcy Court that Reorganized PPS, PPS, and
each of their respective officers, directors,
partners, employees, members or agents, and each
Professional Person, attorney, accountant, or other
professional employed by any of them, shall have acted
in good faith and in compliance with the applicable
provisions of the Bankruptcy Code pursuant to
Bankruptcy Code section 1125 and the federal
securities laws. In addition, the exemption from the
requirements of section 5 of the Securities Act and
any state or local law requiring registration for the
offer or sale of a security provided for in Bankruptcy
Code section 1145 shall apply to the New Common Stock,
the New Warrants, and the Warrants Shares to be issued
under the Plan in exchange for any Claim against or
interest in PPS. Entry of the Confirmation Order
shall also constitute an order of the Bankruptcy Court
that the Debtor has, by virtue of its public filings,
complied with the reporting requirements of the
Securities Act of 1934 through the Effective Date.
Upon Confirmation, however, as a publicly held
corporation the Debtor remains subject to Securities
and Exchange Commission reporting requirements and
subsequent to Confirmation of the Plan and the
Reorganized PPS intends to comply with all periodic
reporting requirements including Section 12(g) of the
Securities Exchange Act of 1934.

V THE GUNDERSON DECLARATION

The Gunderson Declaration, the contents of which are

incorporated herein by reference (“the Gunderson declaration”).

The Gunderson declaration establishes that the shares of

Universal’s common stock referred to in the Complaint in this

civil action were issued in accordance with and pursuant to

Exhibit “I” of the confirmed Chapter 11 Plan.

10



VI ARGUMENT

Because the shares of Universal’s common stock referred to
in the Complaint in this civil action were issued in accordance
with and pursuant to Exhibit “I” of the confirmed Chapter 11
Plan, under §§ 1125(e) and 1145(a) of the Bankruptcy Code,
supra, they were exempt from the registration requirements of §§
5(a) and 5(c) of the Securities Act of 1933, 15 U.S.C. §§ 77e(a)
and 77e(c), supra. Consequently, Universal, Altomare and
Gunderson are entitled to a partial summary judgment dismissing
the Complaint’s First Claim For Relief.
VII CONCLUSION

The motion of Universal, Altomare and Gunderson for partial
summary judgment of dismissal should be granted and the First
Claim For Relief should be dismissed.

Respectfully submitted,
TIFFORD & TIFFORD, P.A.
Lead counsel for Universal,
Altomare and Gunderson
1385 N.W. 15th Street
Miami, FL 33125

(305) 545-7822
FAX: (305) 325-1825
BY /S/
ARTHUR W. TIFFORD
(NY ID- 011481)

CERTIFICATE OF SERVICE

11



I hereby certify that on August 18, 2006, I electronically

filed the foregoing with the Clerk of the Court by using the

CM/ECF System, which will send notice of electronic filing to

the following:

Julie K. Lutz, Esq.
Attorney for Plaintiff


U.S. Securities and Exchange Commission
Central Regional Office
1801 California Street, Suite 4800
Denver, CO 80202-2648
Robert B. Blackburn, Esq.
Attorney for Plaintiff


U.S. Securities and Exchange Commission
233 Broadway, 11th Floor
New York, NY 10279
Marvin Pickholz, Esq.
Jason Pickholz, Esq.
Akerman Senterfitt LLP
335 Madison Avenue
Suite 2600
New York, NY 10017


John B. Harris, Esq.
Stillman & Friedman
425 Park Avenue
New York, NY 10022


Harry H. Wise, III, Esq.
770 Lexington Avenue, 6th Floor
New York, NY 10021


John A. Hutchings, Esq.
Dill Dill Carr Stonebraker & Hutchings, P.C.
455 Sherman Street, Suite 300
Denver, CO 80203


12



/S/
ARTHUR W. TIFFORD


13



______________________________________________

BARRY SCHAEVITZ, ESQ. (BS-3405)
JACOB MEDINGER & FINNEGAN, LLP
Local Counsel for Defendants,
Universal Express, Inc., Richard A.
Altomare, and Chris G. Gunderson
1270 Avenue Americas, 31s FL
New York, New York 10020
(212) 332-7773
(212) 332-7239 (facsimile)
and
ARTHUR W. TIFFORD, ESQ.
TIFFORD AND TIFFORD, P.A.
Lead Counsel for Defendants,
Universal Express, Inc., Richard A.
Altomare, and Chris G. Gunderson
1385 NW 15 STREET
MIAMI, FL 33125
(305) 545-7822
(305) 325-1825 (facsimile)

UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF NEW YORK
CASE NO. 04cv 02322 GEL

------------------------------------------x
U.S. SECURITIES AND EXCHANGE COMMISSION :
:
Plaintiff, :
:
v. :
:
UNIVERSAL EXPRESS, INC., RICHARD A. :
ALTOMARE, CHRIS G. GUNDERSON, MARK :
S. HEUHAUS, GEORGE J. SANDHU, SPIGA, :
LTD., AND TARUN MENDIRATTA, :
:
Defendants, :
------------------------------------------x

DECLARATION OF CHRIS GUNDERSON
(Electronically Filed)

CHRIS G. GUNDERSON, in his capacity as General Counsel for UNIVERSAL EXPRESS, INC. (“Universal”) and personally (“Gunderson”) files this declaration under penalties of perjury in support of Universal’s, Altomare’s and his own motion for partial summary judgment dismissing the Complaint’s First Claim for Relief (“the Universal partial summary judgment motion”). In doing so, he states and declares:
1. My name is Chris Gunderson. I am General Counsel for Universal since 1994. I make this declaration on personal knowledge or knowledge gained from published documents, or both, and all under penalty of perjury.
2. I have read the complaint in this case.
3. I have read Universal partial summary judgment
motion.
4. The factual matters set forth in the Universal partial summary judgment motion are true and correct. Specifically, the shares of Universal’s common stock referred to in the Complaint in this civil action were issued in accordance with and pursuant to Exhibit “I” of the confirmed Chapter 11 Plan for Universal.
5. Universal and I both believe that this case was undertaken by the SEC to gag Universal from continuing its public and increasingly hostile criticism of the SEC’s failure to implement action to stop the naked short selling manipulations of the stock of publicly traded U.S. companies, especially including Universal. The scandal is known as “Stockgate.”
6. The naked short selling manipulations reached catastrophic financial proportions by July 2001, the date of the Universal’s first multi-hundred million dollar judgment against some involved in its victimization through such a scheme combined with an advance fee swindle. The SEC’s exposure in what has already been publicly exposed despite its efforts to silence Universal, among others, is the result of its earning a fee on every naked short trade executed, along with the Depository Trust Clearing Corporation (“DTCC”) and the humongous scope of the scandal and the billions of dollars worth of unsettled naked short trades. The DTCC earned $425 Million in 2003 in revenues from services. The SEC earned approximately $500 Million in fees from all executed stock transactions. The portion each earned from naked shorting is currently still under investigation.
A very brief sampling of the Stockgate revelations and condemnations are filed as [Exhibit 3].
7. The instant action is part of the pattern
of the retaliatory and abusive conduct commenced by the SEC in June 2003 and continues to date through this very action. The pattern, however, did not become apparent to Universal until February 2004. At that point, the SEC’s Denver office had (i) issued no less than twelve subpoenas to the company with return dates as few as two working days, all deliverable to Denver, Colorado, (ii) contacted funders and other business people and advised them of the SEC’s request to communicate with them and “to have their lawyers present during the teleconference,” (iii) issued three subpoenas for testimony of USXP’S chief executive officer and general counsel in Miami, Florida. Each subpoena issued and contact with funders and other persons by the SEC was a reaction to the Universal’s criticism of the SEC’s handling of the naked short selling crisis.
8. The SEC commenced this action on March 24, 2004, twenty-two days following the filing of the action by Universal against it. At the time Universal filed that action, it did not know that the SEC had authorization to file this suit.
9. On information and belief, the SEC went to extraordinary measures to expedite obtaining authorization to file this action in the Southern District of New York only after it was put on notice of Universal’s lawsuit.
10. In addition to the forum-shopped civil lawsuit it filed against Universal in this Court, the SEC requested the United States Attorney’s Office to open a criminal investigation in the hopes that the persons involved in the New York action will assert their Fifth Amendment privilege during civil discovery and thereby attempt to take advantage by urging the court to draw negative inferences therefrom in this civil action. See Baxter v. Palmigiano, 96 S.Ct 1551 (1976).
11. Universal, Mr. Altomare and I, however, have answered all the non-privileged inquiries posed by the SEC in this action.
12. Publicly available facts prove, among other things, (i) the Commission ignored the Universal and others’ repeated voices of concern and increasing public criticism regarding naked short selling of stock years before the SEC’s formal order of investigation of Universal, Mr. Altomare and me was entered because the Commission has an enormous financial interest in allowing the continuation of naked short selling: its revenue of fees from each transaction (see ¶1 and n. 1 supra); (ii) the naked short selling of stock has turned into a nationwide scandal known as “StockGate” (see http://host.wallstreetcity.com/wsc2/Autoflag.html, for example Exhibit 3; (iii) by July 2001, the Stockgate scandal was well known within the SEC to have reached staggering dollar amounts, into the range of hundreds of billions of dollars; (iv) the SEC literally “sat on” a proposal initiated outside the Commission to ban naked shorting of stock for almost 2 ½ years, and even currently condones, if not fosters, delays in implementing material preventative measures; (v) Universal publicly and openly challenged the Commission before the latter’s purported investigation was initiated; (vi) Universal’s $389 million court judgment victory in July 2001 and later its $137 million judgment in April 2003 substantially fuelled the movement against the SEC and others to ban naked shorting; and (vii) I believe the SEC’s civil action in this court is nothing more than a transparent contrivance to “silence” Universal, the lynchpin of which is a misrepresentation.
13. The SEC’s essential misstatement in this civil action is its description of Universal’s common stock issuance to certain persons as “illegal, unregistered…shares.” In support of its complaint and its ex parte application for a preliminary injunction, the SEC represented that a search of its databases disclosed no registrations for the common stock shares in question. (Decl. Of Hugh Beck at ¶¶12, 13.) What the SEC did not inform this Court is that the subject Universal stock shares were duly and legally issued and sufficiently registered pursuant to law. The law involved was not and is not the normal domain of the SEC, the Securities Act of 1933 and Securities Exchange Act of 1934, both as amended, 15 U.S.C. et seq. §§77a et seq. and 78a et seq., but the United States Bankruptcy Code, 11 U.S.C. §101 et seq, particularly §§1123, 1125 and 1145. The SEC had knowledge that the shares in question were properly issued pursuant to the 1994 Stock Option Plan of Packaging Plus Services, Inc., Universal’s former name, but ignored that fact (see Hugh Beck depo).
14. The 1994 Stock Option Plan was part of the Reorganization Plan for the company [Exhibit 8], approved and confirmed by the United States Bankruptcy Court, Eastern District of New York, pursuant to Section 1125 of the Bankruptcy Code. [Exhibit 9]. The filing of the Stock Option Plan was and is a registration statement or its functional equivalent. It was filed with the SEC as part of the Reorganization Plan [Exhibit 8] and as a separate exhibit on Form 8-K as a part of the Company’s transition Report 10-KSB for the period ending June 30, 1994. Subsequently, and on an annual basis, its has been filed with the SEC as an exhibit to the company’s annual 10-KSB reports. Pursuant to law it is an S-8 registration covering advisors and consultants whose future need by Universal had been determined by the Bankruptcy Court for the long-term development of the company (10 years).
15. At all times I, as General Counsel for Universal, acted in good faith reliance on the following language in Sections 1123 of the Bankruptcy Code, 11 U.S.C. §1123, among others:
(a) Notwithstanding any otherwise applicable non-bankruptcy law, a plan shall

* * *

(5) provide adequate means for the plan’s implementation such as

* * *

(j) issuance of securities of the debtor . . . for cash, for property, for existing securities, or in exchange for claims or interests, or for any other appropriate purpose; . . . (emphasis added).

16. Once the Bankruptcy Court determined that Universal’s Reorganization Plan (the First Amended Plan of Reorganization and Disclosure Statement), including the 1994 Stock Option Plan contained “adequate information.” I acted in good faith reliance on Section 1125 of the Bankruptcy Code, which states that once such a finding is made by the bankruptcy court, no other law or rule governed Universal’s conduct. 11 U.S.C. §1125(d) which says,
Whether a disclosure statement required under subsection (b) of this section contains adequate information is not governed by any otherwise applicable nonbankruptcy law, rule, or regulation, but an agency or official whose duty is to administer or enforce such a law, rule, or regulation may be heard on the issue of whether a disclosure statement contains adequate information. Such an agency or official may not appeal from, or otherwise seek review of, an order approving a disclosure statement.

See also Section 1145, 11 U.S.C. §1145 cited in the motion.

17. The Bankruptcy Court’s determination was not and is not appealable by the SEC. 11 U.S.C. §1109(a).
18. Moreover, the company and persons acting for or with it are immune from suit arising from the issuance of securities under the Reorganization Plan and the 1994 Stock Option Plan pursuant to the safe harbor provisions of Section 1125(e), which provides in pertinent part:
A person . . that participates, in good faith and in compliance with the applicable provisions of this title, in the offer, issuance, sale, or purchase of a security, offered or sold under the plan, . . . is not liable, on account of such . . . participation, for violation of any applicable law, rule or regulation governing . . . the offer, issuance, sale, or purchase of securities. (emphasis added).

Dated this 18th day of August 2006


__________________________
CHRIS G. GUNDERSON

CERTIFICATE OF SERVICE

I hereby certify that on August 18, 2006, I electronically filed the foregoing with the Clerk of the Court by using the CM/ECF System, which will send notice of electronic filing to the following:
Julie K. Lutz, Esq.
Attorney for Plaintiff
U.S. Securities and Exchange Commission
Central Regional Office
1801 California Street, Suite 4800
Denver, CO 80202-2648

Robert B. Blackburn, Esq.
Attorney for Plaintiff
U.S. Securities and Exchange Commission
233 Broadway, 11th Floor
New York, NY 10279

Marvin Pickholz, Esq.
Jason Pickholz, Esq.
Akerman Senterfitt LLP
335 Madison Avenue
Suite 2600
New York, NY 10017

John B. Harris, Esq.
Stillman & Friedman
425 Park Avenue
New York, NY 10022

Harry H. Wise, III, Esq.
770 Lexington Avenue, 6th Floor
New York, NY 10021

John A. Hutchings, Esq.
Dill Dill Carr Stonebraker & Hutchings, P.C.
455 Sherman Street, Suite 300
Denver, CO

Respectfully submitted,

TIFFORD & TIFFORD, P.A.
Lead counsel for Universal,
Altomare and Gunderson
1385 N.W. 15th Street
Miami, FL 33125
(305) 545-7822
FAX: (305) 325-1825

BY /S/
ARTHUR W. TIFFORD
(NY ID- 011481)

Click Links Below For Easy Navigation:

1. Supreme Court Case
2. 150 Articles: SEC finally admits Naked Short Selling is a HUGE problem and a cause for financial crisis (July 15th, 2008 et. seq-September 15th, 2008 et. seq)
3. Richard Altomare's "Prison Inc." Book Excerpts
4. Universal Express Statement
5. Universal Express Recitation of Facts by General Counsel
6. Brief in Support of USXP Entitlement to Trial by Jury
7. Universal Express Complaint filed against SEC- March 3, 2004
8. USXP Full Page Ad in New York Times
9. Office of Inspector General Semi Annual Report to Congress- March 31, 2008
10. Richard Altomare's Speech on Naked Short Selling
11. USXP Quarterly and Annual Reports
12. Exhibit A and B: Universal Express Press Releases and Published Articles on Naked Short Selling 1998-2007
13. Universal Express Motion for Partial Summary Judgment
14. Supplemental Declaration of Chris G. Gunderson- Nov 13, 2006
15. Universal Express et al Motion for Reconsideration- March 8th, 2007
16. USXP Memo of Law in Support of Motion for Reconsideration
17. Universal's Declaration of General Counsel in Response to SEC's Request for a Receiver