coven, et al. v. world fuel services corporation, et al...

Case 1:00-cv-00541-FAM Document 1 Entered on FLSD Docket 02/09/2000 of 33

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF FLORIDA

DOROTHY COVEN, On Behalf Of Herself And Al Others Similarly Situated,

Plaintiff. vs.

- :7bRENO. 541

WORLD FUEL SERVICES CORPORATION. RALPH R. WEISER. JERROLD BLAIR, MICHAEL J. KASBAR. and PAUL H. STEBBINS, MAGISTRATE JuDGE

DUBE -' Defendants.

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PLAINTIFF'S CLASS ACTION COMPLAINT

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H H

i'

Plaintiff makes the following allegations upon information and belief, except as to

allegations specifically pertaining to plaintiff, based on the facts alleged below, which are

predicated upon the investigation undertaken by plaintiffs counsel, which included analysis of

publicly-available news articles and reports, public filings, press releases and other matters of

public record. Plaintiff believes that further substantial evidentiary support will exist for the

allegations set forth below after a reasonable opportunity for discovery.

NATURE OF THE ACTION

1. This is a class action on behalf of all purchasers of the common stock of

World Fuel Services Corporation ("World Fuel" or the "Company") between May 26, 1999 and

January 31, 2000, inclusive. (the "Class Period"), seeking to pursue remedies under the Securities

Exchange Act of 1934 (the "Exchange Act")


JURISDICTION AND VENUE

2. This Court has jurisdiction over the subject matter of this action pursuant

to 28 U.S.C. §sS 1331. 1337 and 1367 and Section 27 of the Exchange Act (15 U.S.C. § 78aa).

3. This action arises under Sections 10(b) and 20(a) of the Exchange Act (15

U.S.C. § § 78j(h) and 78t(a)) and Rule lOb-S promulgated thereunder (17 C.F.R. § 240.10b-5).

4. Venue is proper in this District pursuant to Section 27 of the Exchange Act

(15 U.S.C. § 78aa) and 28 U.S.C. § 1391(b) and (c). Substantial acts in furtherance of the

alleged fraud and/or its effects have occurred within this District and Sunterra maintains its

principal executive offices in this District.

5. In connection with the acts and omissions alleged in this complaint.

defendants. directly or indirectly, used the means and instrumentalities of interstate commerce.

including, but not limited to. the mails, interstate telephone communications, and the facilities of

the national securities markets.

PARTIES

6. Plaintiff purchased World Fuel common stock during the Class Period, as

set forth in the accompanying certification which is incorporated herein by reference, and was

damaged thereby.

7. Defendant World Fuel is a Florida corporation with its principal place of

business at 700 South Royal Poinciana Boulevard, Suite 800, Miami Springs, Florida 33166.

World Fuel describes itself as a marketer of aviation and marine fuel services, and a recycler of

used oil.

8. The individual defendants, at all times relevant to this action, served in the

capacities listed below and received substantial compensation:

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Name

Ralph R. Weiser

Michael J. Kasbar

Paul H. Stebbins

Position

Chairman of the Board of Board of Directors

Director and Chairman and Chief Executive Officer of Trans-Tee Services, Inc. ("Trans-Tee")'

Director and Chief Operating Officer of Trans-Tee

Jerrold Blair President

9. The Individual Defendants, as senior officers and/or directors of World

Fuel were controlling persons of the Company. and received significant compensation.

10. As disclosed in the Company's July 13, 1999 Notice Of Annual Meeting

Of Shareholders and Proxy Statement:

The Company's employment agreements with Messrs. Weiser and Blair expire on March 31, 2004. Each agreement, as amended, provides for an annual salary of $262,000, and an annual bonus equal to 5% of the pre-tax income of the Company in excess of $2,000,000 through fiscal year 2002.

* ** * *

The employment agreements with Messrs. Weiser and Blair limit the amount of each executive's annual salary and bonus to the maximum amount which may be deducted under the Internal Revenue Code (currently $1,000,000 per year). In March 1996, the employment agreements were amended to provide that if in any year thecash compensation payable to each executive exceeds the $1,000,000 limit described above, the excess will be deferred and paid to theexecutive in a future year when such compensation can be deducted by the Company for federal

Trans-Tee is a wholly owned subsidiary of the Company since January, 1995.

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income tax purposes. For the fiscal year ended March 31, 1999, the Company deferred $248,672 in compensation and interest accrued for each executive. The accumulated deferred balances, including deferred interest, pursuant to the employment agreements amounted to $809,334 for each executive as of March 31, 1999, and bear interest at the prime rate until paid to the executives.

On June 10, 1997, Messrs. Kasbar and Stebbins signed employment agreements with the Company. effective January 1, 1998, under the terms of which each will be employed through December 31. 2002. During the remainder of the employment term. the Company will pay each executive annual base salaries of $259.000. $284.000. $309.000 and $334,000 for each of the years ending December 31, 1999 through 2002, respectively. Each is also entitled toreceive an annual bonus equal to 5% of the pre-tax profits (adjusted for certain acquisition related charges) of the Company's marine fuel division in excess of $4,000,000 during each year from 1999 through 2002.

11. During the Class Period, each defendant exercised his power and influence

to cause World Fuel to engage in the fraudulent practices complained of herein.

12. Each of the defendants is liable as a participant in a fraudulent scheme and

course of business that operated as a fraud or deceit on purchasers of World Fuel common stock,

by disseminating materially false and misleading statements and/or concealing material adverse

facts. The scheme: (i) deceived the investing public regarding World Fuel's business, its

finances and the intrinsic value of World Fuel common stock and (ii) caused plaintiff and other

members of the Class to purchase World Fuel common stock at artificially inflated prices.

PLAINTIFF'S CLASS ACTION ALLEGATIONS

13. Plaintiff brings this action as a class action pursuant to Federal Rule of

Civil Procedure 23(a) and (b)(3) on behalf of a Class, consisting of all persons who purchased or

otherwise acquired World Fuel common stock between May 26. 1999. and January 31, 2000,

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inclusive (the "Class Period"), and who were damaged thereby. Excluded from the Class are de-

fendants. members of the immediate family of each of the Individual Defendants, any subsidiary

or affiliate of World Fuel and the directors, officers and employees of World Fuel or its

subsidiaries or affiliates, or any entity in which any excluded person has a controlling interest,

and the legal representatives, heirs, successors and assigns of any excluded person.

14. The members of the Class are so numerous that joinder of all members is

impracticable. While the exact number of Class members is unknown to plaintiff at this time and

can only be ascertained through appropriate discovery, plaintiff believes that there are thousands

of members of the Class located throughout the United States. As of October 20, 1999, there

were reportedly more than 12.175 million shares of World Fuel common stock outstanding.

Throughout the Class Period, World Fuel common stock was actively traded on the NYSE

National Market System. Record owners and other members of the Class may be identified from

records maintained by World Fuel and/or its transfer agents and may be notified of the pendency

of this action by mail, using a form of notice similar to that customarily used in securities class

actions.

15. Plaintiffs claims are typical of the claims of the other members of the

Class as all members of the Class were similarly affected by defendants' wrongful conduct in

violation of federal law and state law that is complained of herein.

16. Plaintiff will fairly and adequately protect the interests of the members of

the Class and have retained counsel competent and experienced in class and securities litigation.

17. Common questions of law and fact exist as to all members of the Class

and predominate over any questions solely affecting individual members of the Class. Among

the questions of law and fact common to the Class are:

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(i) whether the federal securities laws were violated by defendants'

acts and omissions as alleged herein;

(ii) whether defendants participated in and pursued the common course

of conduct complained of herein;

(iii) whether documents, press releases, and other statements

disseminated to the investing public and the Company's shareholders during the Class Period

misrepresented material facts about the business, finances, financial condition and prospects of

World Fuel

(iv) whether statements made by defendants to the investing public

during the Class Period misrepresented and/or omitted to disclose material facts about the

business, finances, value, performance and prospects of World Fuel;

(v) whether the market price of World Fuel common stock during the

Class Period was artificially inflated due to the material misrepresentations and failures to correct

the material misrepresentations complained of herein; and

(vi) to what extent the members of the Class have sustained damages

and the proper measure of damages.

18. A class action is superior to all other available methods for the fair and

efficient adjudication of this controversy since joinder of all members is impracticable. Further-

more, as the damages suffered by individual Class members may be relatively small, the expense

and burden of individual litigation make it impossible for members of the Class to individually

redress the wrongs done to them. There will be no difficulty in the management of this suit as a

class action.


SUBSTANTIVE ALLEGATIONS

19. On January 31. 2000, World Fuel issued a press release via the Business

Newswire. reporting its financial results for the third quarter ended December 31, 1999, and nine

months of fiscal year 2000. Compared to net income of $3.979.000 for the third quarter of the

prior fiscal year. the Company reported net income of only $1,199,000. According to the

Company's press release:

The financial results for the nine months ended December 3 1, 1999. reflect non-recurring charges and a special provision for had debts which negatively impacted diluted earnings by $0.54 per share...

The results were adversely affected by the catastrophic political and economic situation in Ecuador. a non-recurring charge for a theft of product in World Fuel Services' marine segment and increases to the provisions for bad debts, both special and otherwise.

20. On January 3 1. 2000, after the Company released the fourth quarter

operating results and multi-million dollar charge, the market for World Fuel common stock

plunged. falling over 20% from $8.68 on January 28, 2000 to $6.68 on January 3 1. on unusually

large trading volumes of nearly 900,000 shares -- an enormous increase from the Company's

average trading volumes.

21. As now revealed, at all times during the Class Period, defendants issued

false and misleading financial statements and press releases concerning World Fuel's revenues,

net income and earnings per share. The financial statements of the Company made during the

Class Period, all of which implicitly and/or expressly were prepared in conformity with generally

accepted accounting principles (GAAP), were materially false and misleading because the

Company materially overstated its revenues, income and earnings.

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22. The Class Period commences on May 26. 1999. On that date the

Company announced its financial results for the fourth quarter and year ended March 31. 1999.

The Company reported net income of $3,527,000 for the fourth quarter. and diluted earnings of

$0.29 per share. Net income for the year ended March 31. 1999 was $15.107.000 or $1.21 per

share on a diluted basis.

23. At the time of the Company's announcement in T 22. above. World

Services common stock was trading at $12.90 per share.

24. The Company's financial results detailed above were repeated in the

Company's annual report on form 10-K, filed with the SEC on June 4, 1999. In a section entitled

"potential risks and insurance", the Company stated:

Active management of the Company's credit risk is essential to its success. Diversification of credit risk is difficult since the Company sells primarily within the aviation and marine industries. The Company's sales executives and their respective staff meet regularly to evaluate credit exposure, in the aggregate and by individual credit.. .This group is also responsible for setting and maintaining credit standards and ensuring the overall quality of the credit portfolio.

25. The Company's statements detailed in ¶ 24 above, was materially false and

misleading. Despite purporting to hold "regular" meetings to evaluate the Company's credit

exposure and to "evaluate" the credit portfolio, defendants knew or recklessly disregarded that

the Company's levels of had debt were rising significantly, and would result in a significant

charge against earnings.

26. During the fourth quarter of the Company's fiscal 1999 year ended March

31, 1999, defendants caused the Company to (i) increase its revenues through the relaxation of its

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credit policies and to (ii) understate its allowance for bad debts in order to recognize revenue and

earnings sufficient to enable them to receive bonuses as follows:

Ralph R. Weiser $738.000 Jerrold Blair $738,000 Michael Kasbar $197,590 Paul Stebbins $197,590

27. The relaxation of the Company's credit policies was critical to defendant's

scheme of self enrichment because, as stated in the Company's fiscal 1999 Form 10-K:

During fiscal year 1999. world oil prices declined substantially. The effects of this decrease on the Company's results of operations caused revenue decreases across all of the Company's segments. In addition, the gross margin in the Company's used oil segment and offshore marine operations narrowed as a result of the fixed costs associated with each of these businesses.

28. Defendants knew or recklessly disregarding that, as a consequence of the

relaxation of the Company's credit standards, the Company was exposed to a greatly increased

risk of loss through non-collection of receivables. This information was withheld from the

investing public, which was falsely led to believe that the Company's credit policies were sound

and that the allowance for bad debts was prudently established. As stated in the fiscal 1999 Form

N IN

The Company's management recognizes that extending credit and setting the appropriate reserves for receivables is a largely subjective decision based on knowledge of the customer. Active management of the Company's credit risk is essential to its success. Diversification of credit risk is difficult since the Company sells primarily within the aviation and marine industries. The Company's sales executives and their respective staff meet regularly to evaluate credit exposure, in the aggregate and by individual credit. Credit exposure includes the amount of estimated unbilled sales. This group is also responsible for setting and maintaining credit standards and ensuring the overall quality of the credit portfolio.

S


The allowance for doubtful accounts as of March 31, 1999 amounted to $6,829,000, an increase of $2,235,000 compared to the March 3 1. 1998 balance. This increase is in response to the adverse economic conditions principally in South America, which caused a slowdown in the payment of accounts receivable and the extension of payment terms with certain customers.

*****

In response to adverse economic conditions principally in South America. the Company increased the allowance for bad debts during the fourth quarter of fiscal 1999. The Company also extended repayment terms with certain customers, converting approximately $8,290,000 from accounts receivable to notes receivable. As of March 31, 1999, the Company had $7,103,000 in outstanding notes receivable with maturities ranging from 1 month to 3.6 years, interest rates ranging from 5% to 10%, and individual balances ranging from $17,000 to $2,305.000. Of this amount, 5,790,000 is included in Notes receivable and 1,313.000 is included in Other assets in the accompanying consolidated balance sheets.

29. These statements lulled investors into believing that defendants were

prudent in extending credit, vigilant in monitoring the Company's receivables and conservative in

providing for uncollectible receivables.

30. Defendants also failed to provide any disclosure in the Company's MD&A

which might have served to put investors on notice that the Company's credit policies had been

relaxed and that a build up of uncollectible receivables existed.

31. The foregoing representations were materially false and misleading

because defendants knew they did not exercise prudence in extending credit; exercise vigilance

in monitoring the Company's receivables; or, adequately provide for uncollectible receivables.

32. Unbeknownst to the investing public, defendants had caused the Company

to relax its credit policies, particularly in South America, in the face of known adverse economic

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trends in order, among other things. to benefit themselves through the Company's bonus

compensation arrangement. In this regard, defendants knowingly or recklessly concealed the

magnitude of the Company's significantly increased exposure to risk of loss through non-

collection of receivables.

33. Such increased risk of loss was also concealed through the dissemination

of financial statements and earnings releases during the Class Period which reflected a materially

understated allowance for bad debts in violation of GAAP, as follows:

a. Accounting Principles Board Opinion No. 10 (paragraph 12) which states: "The Board... believes that revenues should ordinarily be accounted for at the time a transaction is completed, with appropriate provision for uncollectible accounts."

h. Accounting Principles Board Opinion No. 12 (paragraphs 2 and 3) which states that: "It is generally accepted that accumulated allowances.., and asset valuation allowances for losses such as those on receivables.. .should be deducted from the assets to which they relate.... It is the Board's opinion that such allowances should be deducted from the assets or groups of assets to which the allowances relate, with appropriate disclosure."

C. Statement of Financial Accounting Standards No. 5, which provides: "An estimated loss from a loss contingency... shall be accrued by a charge to income if both of the following conditions are met:

a) Information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired...

b) the amount of the loss can be reasonably estimated."

34. The objective of providing for reserves against receivables is to assure

that: "Accounts receivable net of allowances for uncollectible accounts ... are effectively stated at

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the amount of cash estimated as realizable." (Accounting Research Bulletin No. 43, Chapter 3,

Section A. paragraph 9).

35. Two numbers are required to estimate the probable loss, or alternatively,

the amount of cash estimated as realizable, on a receivable: (I) the dollar amount of the

outstanding balance, and (2) the dollar amount which is expected to be collected in satisfaction of

the outstanding balance. A comparison of these two amounts evidenced a required reserve by

World Fuel of no less than $13.2 million as of March 31, 1999.

36. As of March 31. 1999 the Company's financial statements reflected an

allowance for bad debts of only $6,829,000. Accordingly, as of March 3 1, 1999, said allowance

was materially understated by approximately $6.4 million and, as a result, the carrying value of

the Company's receivables and its reported income was materially overstated by this same

amount.

37. Even assuming that the amount of the probable loss, or alternatively the

amount of cash estimated as realizable on the Company's delinquent or otherwise impaired

receivables, was inestimable, the Company was required by GAAP to provide a narrative which

fully disclosed the Company's contingency. In this regard, Statement of Financial Accounting

Standards No. 5 provides that:

If no accrual is made for a loss contingency because one or both of the conditions ... are not met, or if an exposure to loss exists in excess of the amount accrued ... disclosure of the contingency shall be made when there is atleast a reasonable possibility that a loss or an additional loss may have been incurred. The disclosure shall indicate the nature of the contingency and shall give an estimate of the possible loss or range of loss or state that such an estimate cannot be made.

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38. The Company's financial statements were materially misleading due to

World Fuel's failure to comply with the foregoing GAAP.

39. During the Class Period, defendants either knew or recklessly disregarded

the firegoing GAAP requirements. as evidenced by the failure of the Company's financial

statements to comply with the above referenced accounting and disclosure mandates.

40. As of the date of filing of the fiscal 1999 Form 10-K with the SEC,

defendants knew (or recklessly disregarded) and failed to disclose that:

a. A material portion of the Company's receivables were due from high risk South American companies to whom the Company sold merchandise on an unsecured basis pursuant to its relaxed credit standards.

h. Approximately $6.4 million of the Company's high risk receivables, including receivables from South American customers, were seriously delinquent or were otherwise known to be uncollectible, and were not reflected in the Company's allowance for bad debts in the financial statements which were contained in the fiscal 1999 Form 10-K.

C. The carrying value of the Company's receivables, as reflected in the Company's fiscal 1999 Form I 0-K was overstated by approximately $6.4 million due to the Company's failure to write off worthless receivables or to otherwise provide a sufficient reserve for bad debts.

d. The Company's June 30. 1999 financial statements and the September 30, 1999 financial statements would reflect a one-time provision for bad debts

in the sum of $2,764,000 and $3,674,000, respectively, as part of a preconceived scheme to deceptively spread these charges across future accounting periods.

41. As an integral and vital part of defendant's scheme to conceal the

foregoing information and other adverse material information about the business, finances,

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financial condition and future business prospects of the Company, defendants failed to (i) comply

with certain provisions of GAAP, as alleged herein, and to (ii) disclose certain information which

was required to have been disclosed in the Company's filings with the SEC. In particular. the

Company's MD&A failed to disclose information which was required to have been disclosed

regarding known:

Trends, commitments, or events that would result in, or that would be reasonably likely to result in. the Company's liquidity increasing or decreasing in any material way.

h. Trends or uncertainties that the Company reasonably expected to have a material impact on net sales, revenues or income from continuing operations.

42. To the extent that the above referenced disclosures were not included in

the Company's interim financial statements which were disseminated to the investing public

during the Class Period, defendants violated GAAP (APB Opinion No. 28) which provides that.

"management should provide commentary relating to the effects of significant events upon the

interim financial results."

43. The fiscal 1999 Form 10-K was also materially misleading because it

failed to disclose that the Company had no insurance covering loss by theft. (See ¶ 54 below).

On the contrary, the revolving credit and reimbursement agreement, dated as of November 30,

1998 between the Company and NationsBank. N.A., which was appended to the fiscal 1999

Form 10-K led the investment community to believe otherwise. This document stated that the

Company was required to:

Keep all of its insurable properties adequately insured at all times with responsible insurance carriers against loss or damage by fire and other hazards to the extent and in the manner as are customarily insured against by similar businesses owning such properties similarly situated....

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44. The only hint of non-coverage was cloaked within the Company's

discussion of "Pollution And Third Party Liability' in the fiscal 1999 Form 10-K which stated:

The Company has exited several environmental businesses which handled hazardous waste. This waste was transported to various disposal facilities and/or treated by the Company. The Company ma he held liable as a potentially responsible party for the clean-up of such disposal facilities in certain cases pursuant to current federal and state laws and regulations.

The Company continuously reviews the adequacy of its insurance coverage. However, the Company lacks coverage for various risks. A claim arising out of the Company's activities, if successful and of sufficient magnitude, will have a material adverse effect on the Company's financial position and results of operations.

45. Given the context within which the foregoing disclosure appeared and the

fact that non-coverage was stated in terms of a "claim arising out of the Company's activities," no

reasonable investor could possibly have interpreted the disclosure as stating that the Company's

inventory was not insured (or not adequately insured) against risk of loss by theft.

46. On July 29, 1999, the Company released its financial results for the first

quarter of fiscal year 2000, or the three months ended June 30. 1999. The Company reported net

income of $21242.000 and earnings per share of $0.18. The Company noted that underlying

earnings in the aviation services segment were "encouraging" as international sales activity and

its gross profit per gallon improved. The Company also stated that its oil recycling segment was

"beginning to rebound and should benefit from higher oil prices."

47. On July 29. 1999, the day of the Company's falsely positive announcement

detailed above, World Fuel's stock traded at over $14 per share.

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48. The Company's financial results were repeated in the Company's quarterly

report on Form 10-Q, signed by defendant Blair. The report reiterated the financial results

announced on July 29, 1999.

49. The Company's statements detailed in ¶j 46 and 48 above, were materially

false and misleading. The Company's Form l0-Q for the quarter ended June 30. 1999 was also

materially misleading because it, too. failed to disclose that the Company did not carry insurance

for risk of loss by theft.

50. The financial statements which were contained within the fiscal 1999

Form 10-K and the financial statements which were contained within the June 30, 1999 Form 10-

Q. in failing to disclose that the Company did not carry insurance for risk of loss by theft, failed

to comply with GAAP (SOP 94-6).

51. The Company's financial statements for the quarter ended June 30. 1999

reflected "special" provisions for bad debts in the sum of $2,764,000 which were described as

follows:

($ In Thousands) Bad Debts related to the deteriorating economic conditions in Ecuador - 1,571 Bad debts in aviation joint venture 1,193 Total 2,764

52. Statement of Financial Accounting Standards No. 5, Accounting for

Contingencies states that an estimated loss from a loss contingency shall be accrued by a charge

to income if:

Information available prior to issuance of the financial statements indicates that it is probable that an asset had been impaired.

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53. The fiscal 1999 year end (3/31/99) financial statements were issued on or

about June 4, 1999. There is a strong inference (based, at least in part. upon defendants

knowledge of the relaxed credit policies, the Company's regular meetings to evaluate credit

exposure and the short period remaining until the end of the fiscal 2000 first quarter (6/3/99) that

defendants knew of the non-collectibility of the above referenced $2.764.000 of receivables as of

this date and, either knowingly or recklessly, failed to adjust the. as yet unreleased, fiscal 1999

year end financial statements to reflect this fact. Similarly, the $3,674,000 "special" provisions

for had debts which were recognized in the Company's fiscal 2000 second quarter were

improperly deferred from fiscal year end 1999 in a preconceived scheme to spread fiscal 1999

losses to future accounting periods.

54. On August 26. 1999, the Company announced that it took a $3.3 million

non-recurring charge to net income in its marine division during the quarter ended September 30,

1999, to provide for "a loss of product that was diverted from its intended destination in the

Nigerian offshore oil industry by a third party." The Company stated that it was in the process of

filing a claim with its insurance carrier that could result in a substantial recovery of the loss, but

that no assurance could be given as to any potential recovery. As of January 31, 2000, however,

no recovery has been noted in 'World Fuel's financial statement, nor any receivable or even a

contingency for the recovery of a loss from theft. This creates the strong inference that the

Company did not have any insurance covering loss by theft, or that the Company knew or

recklessly disregarded that whatever insurance coverage the Company did have in place would

not cover, in substantial part, the loss by theft sustained.

55. On October 28, 1999, the Company issued a press release reporting

operating results for the second quarter and six months of fiscal 2000, ending on September 30,

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1999. The Company reported a net loss of $242.000. "largely due to the previously reported theft

of product in Nigeria" which cost the Company $0.24 per share.

56. On November 1. 1999, the Company filed a quarterly report signed by

defendant Blair on Form l0-Q. repeating the financial results detailed above. The Company's

financial statements for the quarter ended September 30. 1999 reflected "special" provisions for

bad debts and a "non-recurring charge" in the sum of $6.766,000. described as follows:

($ In Thousands)

Provision for bad debts

2.724

Bad debts related to the deteriorating 550 economic conditions in Ecuador

Bad debts in aviation joint venture 400

Non-recurring charge due to theft of 3,092 product off the coast of Nigeria

Total special and non-recurring charges for 6,766 the three months ended September 30, 1999

57. On January 3 1, 2000, the Company issued a press release for the quarter

ended December 31, 1999 which announced an $893.000 after tax "non-recurring charge" due to

a "substantial" write-down in the investment in the Ecuadorian joint venture and a material

charge to the Company's provision for bad debts. On a pre-tax basis, the fiscal 2000 third quarter

Ecuadorian joint venture write-down amounted to $953,000. On a pre-tax basis, the fiscal 2000

third quarter provision for bad debts amounted to $3,948,000.

58. The "substantial write-down in the investment in the Ecuadorian joint

venture" constituted, in substantial part, the belated write-off of advances to the joint venture

which were known, by defendants, to be uncollectible as of the June 4, 1999 date of

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dissemination of the Company's fiscal 1999 Form 10-K and, accordingly, should have been

(pursuant to the above referenced GAAP) to be accrued by a charge to income in the Company's

fiscal 1999 financial statements.

59. The $3.948.000 provision for bad debts constituted a belated charge to

income associated with receivables which were known, by defendants, to be uncollectible as of

the June 4, 1999 date of dissemination of the Company's fiscal 1999 Form 10-K and,

accordingly, was required (pursuant to the above referenced GAAP) to he accrued by a charge to

income in the Company's fiscal 1999 financial statements.

60. The material fiscal 2000 third quarter $953,000 charge to earnings

associated with advances to the Ecuadorian joint venture and the fiscal 2000 third quarter

material $3,948,000 charge to earnings associated with the provision for bad debts were

improperly deferred from fiscal year end 1999 to the third quarter of fiscal 2000, in contravention

of the above referenced GAAP. Said deferrals were done knowingly as an integral part of

defendants' scheme to, among other things personally enrich themselves, through bonuses, by

inflating reported fiscal 1999 earnings as described above, or were done recklessly.

61. The fiscal 1999 financial statements of the Company and all interim

financial statements of the Company which were disseminated to the investing public during the

Class Period, in earnings releases and as an integral part of documents filed with the SEC, were

not presented in accordance with GAAP in that they reflected materially overstated assets,

earnings and net worth as particularized above.

62. Partial disclosure of the charges to earnings which were fraudulently

deferred from fiscal 1999 to later periods was effected during the Class Period to the extent that


these charges were recognized as "non-recurring" and "special charges." It was not until January

3 1. 2000, when the Company issued its fiscal 2000 third quarter earnings release, that full

disclosure had been made.

63. In aggregate. as of fiscal year end 1999, defendants fraudulently deferred

the recognition of more than $113 million of charges associated with uncollectible

receivables/advances and caused these charges to be "spread" among the subsequent three fiscal

reporting quarters in order to conceal this fact. The $11 . 3) million of fraudulently deferred

charges to income was material to the Company's reported fiscal 1999 pre-tax income of$ 15.1

million. It was also material to defendants' personal enrichment. Had the $11 . 3) million of

expenses been properly recognized as of fiscal year end 1999. defendants' bonuses would have

been reduced accordingly:

a. Ralph R. Weiser would have been reduced by approximately $565,000.

b. Jerrold Blair would have been reduced by approximately $565,000.

C. Michael Kasbar would have been eliminated.

d. Paul Stebbins would have been eliminated.

64. In response to the January 31, 2000 press release, World Fuel stock

dropped over $2 per share or over 20% on unusually high volumes.

65. The market for World Fuel's common stock was open, well-developed and

efficient at all relevant times. As a result of these materially false and misleading statements and

failures to disclose, World Fuel common stock traded at artificially inflated prices during the

Class Period until the fact that World Fuel had engaged in the wrongful course of conduct

described herein was finally communicated to, and understood by, the securities markets.

Plaintiff and other members of the Class purchased or otherwise acquired World Fuel common

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stock relying upon the integrity of the market price of World Fuel stock and market information

relating to World Fuel and have been damaged thereby.

66. During the Class Period, defendants materially misled the investing public,

thereby inflating the price of World Fuel stock. by publicly issuing false and misleading

statements and omitting to disclose material facts necessary to make defendants statements, as

set forth herein, not false and misleading. Said statements and omissions were materially false

and misleading in that they failed to disclose material adverse information and misrepresented

the truth about the Company, its business. finances and operations. including, inter alia:

• that the Company's financial statements were not prepared in

accordance with generally accepted accounting principles and in accordance with the federal

securities laws and SEC regulations concerning fair reporting;

• that the Company's seeming growth was the result of improper

accounting estimates; and

• that the Company's estimates, projections and opinions as to its

expected revenues, earnings, income and value of its stock were lacking in reasonable basis at all

relevant times.

67. At all relevant times, the material misrepresentations and omissions

particularized in this Complaint directly or proximately caused or were a substantial contributing

cause of the damages sustained by plaintiff and other members of the Class. As described herein,

during the Class Period, defendants made or caused to be made a series of materially false or

misleading statements about World Fuel's business, business practices and operations. These

material misstatements and omissions had the effect of creating in the market an unrealistically

positive assessment of World Fuel and its business, finances and operations, thus causing the

-21 -


Company's common stock to he overvalued and artificially inflated at all relevant times.

Defendants' materially false and misleading statements during the Class Period resulted in

plaintiff and other members of the Class purchasing the Company's common stock at an

artificially inflated price, thus causing the damages complained of herein.

THE COMPANY'S FINANCIAL STATEMENTS AND RELATED REPRESENTATIONS

WERE MATERIALLY FALSE AND MISLEADING

68. All of the reported financial statements and the related discussions contained

therein, which the Individual Defendants caused the Company to file and issue during the Class

Period, and in public reports about and press releases issued by the Company were false products

of financial manipulations which deceived members of the investing public who purchased World

Fuel securities based upon those representations.

69. During the Class Period, defendants materially misled the investing public,

thereby inflating the price of World Fuel securities by publicly issuing false and misleading

statements and omitting to disclose material facts necessary to make defendants' statements, as set

forth herein, not false and misleading. Said statements and omissions were materially false and

misleading in that they failed to disclose material adverse information and misrepresented the truth

about the Company, its financial performance, accounting, reporting and condition, including, inter

alia:

• During the Class Period, the Company reported revenues, income and

earnings per share that were materially overstated;

• The Company's financial statements did not present, in all material

respects, the Company's true financial condition, and did not reflect all adjustments which were

necessary for a fair statement of the interim and full year period presented;

-22-


S The Company's internal controls were inadequate and, as a result, the

Company improperly and prematurely recognized revenues and

• The Company's interim financial statements for at least fiscal year

1999 were not presented in conformity with GAAP or principles of fair reporting.

70. In addition, the defendants falsely and materially overstated the Company's

net income and earnings per share for each of the Company's quarterly periods during the Class

Period. Moreover:

(a) Defendants failed to disclose the existence of known trends, events

or uncertainties that it reasonably expected would have a material unfavorable impact on net

revenues or income or that were reasonably likely to result in the Company's liquidity decreasing in

a material way, in violation of Item 303 of Regulation S-K under the federal securities laws (17

C.F.R. 229.303). and that failure to disclose rendered the statements that were made during the Class

Period materially false and misleading; and

(h) By failing to file financial statements with the SEC which conformed

to the requirements of GAAP, such financial statements were presumptively misleading and

inaccurate pursuant to Regulation S-X. 17 CFR 210.4-01(a)(1).

71. As a result of its accounting improprieties, particularly with respect to the

Company's revenue recognition practices. the Company's reported financial results (and all

defendants) also violated at least the following provisions of GAAP for which each defendant is

responsible:

• The principle that financial reporting should provide information that

is useful to present to potential investors and creditors and other users in making rational investment,

credit and similar decisions was violated (FASB Statement of Concepts No. 1, ¶ 34);

-23-


• The principle that financial reporting should provide information about

the economic resources of an enterprise, the claims to those resources, and the effects of transactions,

events and circumstances that change resources and claims to those resources was violated (FASB

Statement of Concepts No. I. ¶ 40);

• The principle that financial reporting should provide inlbrmation about

how management of an enterprise has discharged its stewardship responsibility to owners

(stockholders) for the use of enterprise resources entrusted to it was violated. To the extent that

management offers securities of the enterprise to the public, it voluntarily accepts ider

responsibilities for accountability to prospective investors and to the public in general (FASB

Statement of Concepts No. L¶ 50);

• The principle that financial reporting should provide information about

an enterprise's financial performance during a period was violated. Investors and creditors often use

information about the past to help in assessing the prospects of an enterprise. Thus, although

investment and credit decisions reflect investors' expectations about future enterprise performance,

those expectations are commonly based at least partly on evaluations of past enterprise performance

(FASB Statement of Concepts No. 1. ¶ 42):

• The principle that financial reporting should he reliable in that it

represents what it purports to represent was violated. That information should be reliable as well

as relevant is a notion that is central to accounting (FASB Statement of Concepts No. 2, ¶J 58-59);

• The principle of completeness, which means that nothing is left out

of the information that may be necessary to ensure that it validly represents underlying events and

conditions, was violated (FASB Statement of Concepts No. 2, ¶ 79); and

-24-


S The principle that conservatism be used as a prudent reaction to

uncertainty to try to ensure that uncertainties and risks inherent in business situations are adequately

considered was violated. The best way to avoid injury to investors is to try to ensure that what is

reported represents what it purports to represent (FASB Statement of Concepts No. 2. ¶T, 95. 97).

APPLICABILITY OF PRESUMPTION OF RELIANCE: FRAUD-ON-THE-MARKET DOCTRINE

72. At all relevant times. the market for World Fuel common stock was an

efficient market for the following reasons, among others:

• World Fuel common stock met the requirements for listing, and was listed and

actively traded, on the NASDAQ National Market System. a highly efficient market;

• As a regulated issuer. World Fuel filed periodic public reports with the SEC

and the NASD;

• World Fuel stock was followed by securities analysts employed by major

brokerage firms who wrote reports which were distributed to the sales force and certain customers

of their respective brokerage firms. Each of these reports was publicly available and entered the

public marketplace.

• World Fuel regularly issued press releases which were carried by national

newswires. Each of these releases was publicly available and entered the public marketplace.

73. As a result, the market for World Fuel securities promptly digested current

information with respect to World Fuel from all publicly-available sources and reflected such

information in World Fuel's stock price. Under these circumstances, all purchasers of World Fuel

common stock during the Class Period suffered similar injury through their purchase of stock at

artificially inflated prices and a presumption of reliance applies.

- 25 -


NO SAFE HARBOR

74. The statutory safe harbor provided for forward-looking statements under

certain circumstances does not apply to any of the allegedly false statements pleaded in this

complaint. The specific statements pleaded herein were not identified as "forward-looking

statements" when made. Nor was it stated with respect to any of the statements forming the basis

of this complaint that actual results "could differ materially from those projected." To the extent

there were any forward-looking statements, there were no meaningful cautionary statements

identifying important factors that could cause actual results to differ materially from those in the

purportedly forward-looking statements. Alternatively, to the extent that the statutory safe harbor

does apply to any forward-looking statements pleaded herein, defendants are liable for those false

forward-looking statements because at the time each of those forward-looking was made the

particular speaker knew that the particular forward-looking statement was false, and/or the forward-

looking statement was authorized and/or approved by an executive officer of World Fuel who knew

that those statements were false when made.

SCIENTER ALLEGATIONS

75. As alleged herein, defendants acted with scienter in that defendants knew that

the public documents and statements, issued or disseminated by or in the name of the Company were

materially false and misleading; knew or recklessly disregarded that such statements or documents

would be issued or disseminated to the investing public; and knowingly and substantially

participated or acquiesced in the issuance or dissemination of such statements or documents as

primary violators of the federal securities laws. As set forth elsewhere herein in detail, defendants,

by virtue of their receipt of information reflecting the true facts regarding World Fuel and its

business practices, their control over and/or receipt of World Fuel's allegedly materially misleading

-26-


misstatements and/or their associations with the Company which made them privy to confidential

proprietary information concerning World Fuel were active and culpable participants in the

fraudulent scheme alleged herein. Defendants knew and/or recklessly disregarded the falsity and

misleading nature of the information which they caused to be disseminated to the investing public.

ihis case does not involve allegations of false forward-looking statements or projections but instead

involves false statements concerning the Company's business, finances and operations. The ongoing

fraudulent scheme described in this complaint could not have been perpetrated over a substantial

period of time. as has occurred, without the knowledge and complicity of the personnel at the highest

level of the Company, including the Individual Defendants.

76. The Individual Defendants engaged in such a scheme to inflate the price of

World Fuel common stock. among other things, in order to: (i) protect and enhance their executive

positions and the substantial compensation and prestige they obtained thereby; (ii) enhance the value

of their personal holdings of World Fuel common stock and options; and (iii) increase the amount

of their yearly cash bonus which was determined by the Company's financial performance.

COUNT ONE

(Violations Of Section 10(b) Of The Exchange Act And Rule 10b-5 Promulgated Thereunder Against

All Defendants

77. Plaintiff repeats and realleges each and every allegation contained above.

78. Each of the defendants: (a) knew or recklessly disregarded material

adverse non-public information about World Fuel's financial results and then existing business

conditions, which was not disclosed; and (b) participated in drafting, reviewing and/or approving

the misleading statements, releases, reports and other public representations of and about World

Fuel.

-27-


79. During the Class Period, defendants, with knowledge of or reckless

disregard for the truth, disseminated or approved the false statements specified above, which

were misleading in that they contained misrepresentations and failed to disclose material facts

necessary in order to make the statements made. in light of the circumstances under which they

were made, not misleading.

80. Defendants have violated § 10(b) of the Exchange Act and Rule lOb-5

promulgated thereunder in that they: (a) employed devices, schemes and artifices to defraud: (b)

made untrue statements of material facts or omitted to state material facts necessary in order to

make statements made, in light of the circumstances under which they were made, not

misleading: or (c) engaged in acts. practices and a course of business that operated as a fraud or

deceit upon the purchasers of World Fuel stock during the Class Period.

81. Plaintiff and the Class have suffered damage in that, in reliance on the

integrity of the market, they paid artificially inflated prices for World Fuel stock. Plaintiff and

the Class would not have purchased World Fuel stock at the prices they paid, or at all, if they had

been aware that the market prices had been artificially and falsely inflated by defendants' false

and misleading statements.

COUNT TWO

(Violation Of Section 20(a) Of The Exchange Act Against Individuals Defendants)

82. Plaintiff repeats and realleges each and every allegation contained above.

83. The Individual Defendants acted as controlling persons of World Fuel

within the meaning of Section 20(a) of the Exchange Act. By reason of their senior executive

-28-


and/or Board positions they had the power and authority to cause World Fuel to engage in the

wrongful conduct complained of herein.

84. By reason of such wrongful conduct, the Individual Defendants are liable

pursuant to §20(a) of the Exchange Act. As a direct and proximate result of these defendants'

wrongful conduct. plaintiff and the other members of the Class suffered damages in connection

with their purchases of World Fuel stock during the Class Period.

WHEREFORE, plaintiff prays for relief and Judgment, as follows:

i) Determining that this action is a proper class action and certifying plaintiff

as class representative under Rule 23 of the Federal Rules of Civil Procedure;

ii) Awarding compensatory damages in favor of plaintiff and the other Class

members against all defendants, jointly and severally, for all damages sustained as a result of

defendants' wrongdoing. in an amount to be proven at trial, including interest thereon;

iii) Awarding plaintiff and the Class their reasonable costs and expenses incurred

in this action, including counsel fees and expert fees: and

iv) Such other and further relief as the Court may deem just and proper.

-29-


JURY TRIAL DEMANDED

Plaintiff hereby demands a trial by jury.

DAIED: February 8. 2000 MILBERG WEISS BERSHAD HYNES'& LERACH LUP

By: Ell cj

(Fla. Bar No. 169 Maya Saxena (Fla. Bar No. 0095494)

5355 Town Center Road Suite 900 Boca Raton, Florida 33486 Tel: (561)361-5000 Fax: (561) 367-8400

and

Steven G. Schulman Samuel H. Rudman One Pennsylvania Plaza 49th Floor New York, NY 10119 Tel: (212) 594-5300 Fax: (212) 868-1229

Attorneys for Plaintiff

-30-


CERTIFICATION OF DOROTHY COVEN IN SUPPORT OF CLASS ACTION COMPLAINT -

Dorothy Coven ("plai ff 1') declares, as to the claims

asserted under the federal securities laws, that:

l Plaintiff has reviewed the complaint prepared by

counsel in the abov(-capt:oned case and has authorized Its

filing.

2. paintiff dId not curchase the securities that are

the subject of the complaint at the direction of plaintiff's

counsel or in order cc partic., pate in any private action arising

under the federal secur:ties laws.

3. Plaintiff is willing to serve as a representative

party on behalf of a class, including providing testimony at

deposition and trial, if necessary.

4. During the proposed Class Period, plaintiff

executed transactions in the securities of World Fuel Services

Corporation as follows: purchased IOCO shares at $12.875 per

share on 618199; purchased BOO shares at S14.9375 per share on

7/9/99; sold 800 shares at $8.50 per share on 10/25/99; and sold

1000 shares at $7.9375 per share on 12/15/99.

5. in the past three years, plaintiff has not sought

to serve as a representative party on behalf of a class in an

action filed under the federal securities laws.

G. Plaintiff will not accept any payment for serving

as a representative party on behalf of a class beyond plaintiff's

pro rata share of any recovery, except such reasonable costs and

expenses (including lost wages) directly relating to the

representation of the Class as ordered or approved by the Court.

2a?c ::


: declare under penalty of perjury that the foregoing

is true and correct. Executed this 7th day of February, 2000.

£2/d T?SB SF9 ZTE T:LT

10 _aro C Ce ale" 20 OoieccSuIe

30 Peru _ease S ec:rnerii

40 ors to L4rlC 45 'or ioduC .aCHY

190 All Cre 'el Pooelr,

441 0 442 Ei',cloyrier-r 0 " -rousig

Accornmocailcrrs

C Welfare

0 440 Cine: C.ui Pigils


JE T ORIGINAL 3-44 civil cover sheet and the information contained herein neither replace nor supplement the fIling and service at pleadings or other papers as required

except as provided by local rules of court. This form, approved by the Judicial Conference of the Unredt$ ir$ !(ys requred fcr the e Cterl< of Court for the purpose of nrUaong tile civil docket sheet (SEE INSTRUCTIONS ON THE vEis4lyrs

PLAINTIFFS ROTHY COVEN, On Behalf Of Herself And All hers Similarly Situated,

COLNV SESCENCE CF ;;AST: - S-E:; siNrFjchm0nd Cty. , NY

(EXCEPT IN US PLAINTIFF CASES)

SV 5L:)

DEFENDANTS WORLD FUEL SERVICES CORPORATION, RALPH R. WEISER JERROLD BLAIR, MICHAEL J. KASBAR, and PAUL H. STEBB INS,

.!4%GISTRATE JUDGE

COUNTY CF RESIDENCE OF )RST USTEO OE.ENbAMT

(IN U.S PLAINTIFF CASES ONLY) 14C _E IN .ANO CONDEMNATION CASES. USE Ti-IE CCATICN OF THE

TRACT CF ...AND NVCLVE

ArCPNE'S PPM NAME ACCPESS ANC ELECNE '4UM8 ATCRNEYS IF KNOWN)

ILBERG WEISS BERSH.AD HYNES & LERACH LLP 355 Town Center Road, Suite 900

'RCLE COUNTY WHERE ACTION

BRCWAPO, PALM BEACH. MARTiN. ST.LUCE. IMCIAN RiVP OKE!CIEE

1

;ASIS OF JURISDICTION PLACE AN X N ONE CCX ONLY)

U S Government C I Federal Question

Plaintiff xxxx (U S Government Not a Party)

U S. Government C -i Diversity

Defendant (Indicate Citizenship of Parties in tern ill)

III. CITIZENSHIP OF PRINCIPAL PARTIESPLACESN Ii (For Diversity Cases Only) ONE 3CX

PTFOEF Citizen of This State C C Ircorporatee or Principal Plai4e\

of usire'ti In This S!ae

Citizen of Another State C 2 C 2 Incorporate id Prinol of Business In .AflothE S ,

Citizen or Subject of a C 3 C I Foreign Nani '

Foreign Countrj

CNTI'

*11 DEFT

5

CC CC

ORIGIN (PLACE AN "X' - IN ONE BOX ONLY) Transferred from

Removed from M j Remanded from C 4 Reinstated or C $ another district C a Multidistnct

Proceeding State Court Appellate Court Reopened (specify) Litigation

NATURE OF SUIT A CONTRACT

AeaI to DistrcI Jtidge from Magistrate Judgment

(PLACE AN 'X IN ONE SOX ONLY)

A

FORFEITUREPENALTY A BANKRUPTCY I A OTHER STATUTES

10 ,surar'ce PERSONAL INJURY PERSONAL INJURY 8 610 Agnouliure C 422 Appeal 28 ,-;SC 158 400 Slate acconIorert

20 uarre C 310 AroiarØ 0 362 rsorlal injury - 8 620 OIlier li000 & Orug 410 Anl'trust

30 Miller AC 0 315 Au par 9 MPQ Ma101acliCe 80 $25 Cru aelated SeCure 0 423 Witrrcrawai 0 430 Cares and Caneig

40 Ne9olIabie isirurrerri uatiutv C 365 ersonal i1ury - Oi009ii 21 USC 381 28 USC BLI 450 crrrme,ce,-ICC 4 eseiC

0 eccve of OuerCav7ei1 C 320 Assault .Ce PrcI Uab,lly 8r 830 uouor Laws 480 OCQorlaicir & iorcerreni ci ucgrrerl Slander C 365 asCeslos 5,rscral C $40 P P & ruc I HTS aio Raceeteer rPiuerrcec and

Si viecicale Ad 330 eaerai EnDlcvers lfiUr, ccuc: _aclity 80 650 AirliliC Peçs C $20 'p ri its

P CranizaiiOns

32 lec-seru ci Ceiaultea Liablir CC 660 Occuaic'ral

- $30 y 0 $10 3eleclIse '3erce

Stucer: C 340 'tarir14 PERSONAL PROPERTY Saisi, eal1ri $40 C $50 Securler .Jrl,ricOias,

•Ec VCI8I4liS 0 345 Maine Nocuc: C 310 OIlier 0 'auc BC 590 Cirrer ...J )QQT)( Ecrlane

53 5eCe' -? Caurneit aour, C 371 Trui n erong C $75 sIcrr'er :.alIe'çe

of veteran BeneFits C 350 MOlO 'Iene C 350 OIlier °ersorrai A LABOR B SOCIAL SECURITY 12 USC 3410

So 'c ieee's Suis C 355 MotOl V4sc:e Procerr Carnage I 0 891 Ar:cjl1ura, ACtS

90 OIrnIraC' PrQCuct aci C 355 srcoerty Carnage C 710 0, 370l Star'Ca(Os 0 $61 HIA 35 C 592 5 crone 3IaczaiCn

95 - - r ':C-e aor'i 0 360 , AC, 0 852 5Iac :jig 32 0 493 'rcrwer14 1aites

0 720 .1cc .ig-t sear c_s 0 853 CIWC CI'N ACts:' 494 Sergi , Alicc4:c Ac:

REAL PROPERTY - A CIVIL RIGHTS PRISONER PETITIONS - - E 56,4 SSi The (Vi C 895 'eeco" of - - ' -- - - 730 .3Cc' Mg'-': ecc-- 555 V' 4i05g ' ' nfcr-'atc-

B 510 'Actors 0 Iacare C ose L, __________________________ C 900 A3 zee e'e" a1'e SentenceHABEAS CORPUS- 0 740 auac .3C0 Ac: FEDERAL TAX SUITS' Under 5041 ACOCSS 0

8 C 530 Cerieral 950 OolisIlut,oraUW 01

C 535 Dean 0 790 Otrer ciDer tlgaIcr C 870 -axes Us 0a,rlif? I

State Statutes

BC 540 Mandamus A Ciier , DetencartI 0 890 Otrer SiaIuIOr, ACOnS

BC 550 CIsC R5IS AC 791 =rnol Pei Inc C 871 AS - Third Parr/A OR 3

BC 555 7ison Corcillor 5 26 USC 7609 , -- - - - -

CAUSE OF ACTION CITE 7HE U S CIVIL STATUTE UNCE' WHICH YOU APE =LING ANC WRITE EREP STarE.'lENT CF CAUSE CO 'ICT CITE .LPISCICTICNAL STATUTES 'UNLESS OiVEPStT'f

Rule 10b-5; Section 27 of the Exchange Act Th OF i'PI*L

_Ca es raieri(for ooth sides :o try 0111114 case)

I. REQUESTED IN CHECK IF THIS IS A CLASS ACTION DEMAND S CHECK YES only If demanded in complaint

COMPLAINT: )OQ(JNCER FR.0 23 JURY DEMAND: XS C C

II.RELATED CASE(S) (See instructions). JUDGE DCCKET NUMEER

IF ANY SIGNATURE OF A Firl OF RECORD

I -

R OFFICE USE ONLY

CEP AMOUNT _/ 6n , APPLYING F_____________ ULOGE MAO JUDGE

coven, et al. v. world fuel services corporation, et al...

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