SEC Division of Trading and Markets no-action letter: Roadshow Broadcast LLC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

DIVISION OF
TRADING AND MARKETS
May 6,2011
Michael S. Casey, Esq.

Bishop, Jackson & Kelley, LLC

472 Wheelers Farms Rd. 3/F

Milford, CT 06461

RE: Roadshow Broadcast, LLC
Dear Mr. Casey:
Based on the facts and representations set forth in your letter dated May 6, 2011, the StaffI will not recommend enforcement action to the Commission under Section 15(a) ofthe Exchange Act if the Company and its Personnel offer and perform its transmission services for unaffiliated issuers through its registered broker-dealer clients' websites, as described in your letter, without registering as a broker-dealer pursuant to Section 15(b) of the Exchange Act. In taking this position, the Staff particularly notes that neither the Company nor its Personnel will: (1) provide any advice, endorsement, analysis or recommendation about the merits ofthe stock of any issuer for which it transmits an Internet Road Show; (2) receive compensation from its client broker-dealers other than a flat transmission fee and that such fee will not be made contingent upon the outcome or completion of any securities transaction, upon the size ofthe offering, or upon the number of prospective investors accessing the Internet Road Show; (3) participate in any purchase or sale negotiations between investors and underwriters or issuers arising from any Internet Road Show; (4) have any role in effecting securities transactions; (5) receive, transfer or hold any investor funds or securities; or (6) hold itself out as providing any securities-related services other than transmitting Road Shows over the Internet for registered broker￾dealers acting as underwriters. In addition, you have represented that no securities transactions or negotiations will occur by or through the Company or its Personnel, and I Unless otherwise noted, all capitalized terms in this letter have the same meaning as used, directly or indirectly, in your letter.