Sue Holmes eyed the newspaper ad like a hungry fish eyes a worm. "I remember exactly what it said," she recalls. "`Free consultation with one of Arizona's leading cosmetic surgeons! No visible scars!' I'd been thinking about doing something like that for a long time. It sounded great."

Since the birth of her son seven years earlier, the 27-year-old Mesa computer saleswoman had become increasingly uncomfortable with a change in her body: "My breasts were sagging, okay? You have a kid, it happens, but I didn't like it. I just wanted a doctor to lift them surgically. Thought it'd be routine."

So Holmes--not her real name--arranged an appointment at the Cosmetic Surgery Center of Scottsdale, located on East Camelback Road. Revealing photographs of supposedly satisfied customers decorated the clinic's walls. Everything seemed clean, everyone seemed friendly. Holmes met there with Sharon Mesa, who sold her hard and fast on the wonders of cosmetic surgery.

"At one point," Holmes says, "Sharon lifted up her blouse and showed me her breasts. She says to me, proudly, `Dr. Rosen did these. He's gonna be your doctor. Look at this great job. Look at how beautiful.'"

Holmes put down $300 as a deposit and, last September 5, returned to the clinic for her operation. She brought along a $2,500 cashier's check to complete her payment.

As she waited on a gurney minutes before her surgery started, she met Dr. Baruch Rosen for the first time. She saw a short, overweight 49-year-old with a mild manner. Holmes says the doctor never examined her until they reached the operating room. "I didn't think there was going to be a size difference," she says. "I thought it was going to be a lift with a little more fullness, that's all."

What Holmes got was an implant, a procedure in which a doctor makes the breast larger by placing the implant under the breast tissue or beneath the chest muscle.

The day after the operation, Holmes returned to the clinic to get her bandages removed and to see her "new" breasts for the first time. "I looked like Dolly Parton," she says. "I couldn't believe it. He had made me enormous. I was gargantuan. I'm no dummy, but I got duped."

Holmes started crying, and MD120remembers Sharon Mesa telling her, "`We didn't do right by you. Come back in a few months and we'll do a reduction.'"

Holmes didn't know that she'd unwittingly stepped into a clinic that was being investigated separately by the Arizona Board of Medical Examiners--the state's self-policing medical agency, known as BOMEX--and the Scottsdale police.

Within weeks, the Cosmetic Surgery Center of Scottsdale closed and BOMEX had served Rosen with a laundry list of serious charges. In the months since then, Sue Holmes has learned many things about Dr. Rosen and the Cosmetic Surgery Center of Scottsdale. It was a place run by doctors--one still practicing medicine--who misrepresented themselves both to authorities and to patients.

Late last year, Holmes sued Rosen, the estate of Rosen's late partner, and the clinic's marketing director for "consumer fraud," among other charges.

She's not alone. Another of the clinic's unhappy patients has joined in Sue Holmes' lawsuit, alleging that she "has experienced disfigurement, disability, pain and suffering" since a July 1990 stomach operation at the clinic. Becky Wilson--not her real name--claims the surgery left her with a hideously lopsided midsection that later required restorative surgery by another doctor.

Court depositions taken in connection with the case reveal an ill-trained doctor and his unlicensed partner wreaking havoc with the health of patients for months without oversight or detection by authorities:

* Baruch Rosen is a family practitioner whose only cosmetic surgery experience before 1990 was from the neck up--mostly eyelid reconstruction and face peels. He is not "one of Arizona's leading cosmetic surgeons," as a newspaper ad once suggested.

* Dr. Rosen's insurance policy did not include liability coverage for cosmetic surgery. "I would not have been able to cover the premium," Rosen says. And even if he could have, the doctor adds, "I think they [the insurance company] stipulated a plastic surgery training background." Rosen didn't have such a background. The lack of insurance coverage meant no second opinions by an expert outside the clinic. It also may mean little financial recourse for cosmetic surgery patients such as Sue Even Sharon Mesa can't pat him on the back publicly. Turns out it was Joe Naud, not Baruch Rosen, who had done her breast job.

"There were a lot of things that shouldn't have been done," Mesa admits of the clinic. "This girl [Holmes] should have never been operated on. She was given a breast augmentation because he didn't know how to do an uplift . . . . But, there again, if money comes into it, maybe that's where it's at. I really don't know."

EVEN JANE FONDA seems to be bustier these days, and the gossip rags claim it's not because of her workout tape. Twenty years ago, no one would have suggested even in jest that an implant might be in her future.

In those days, Fonda embraced--at least publicly--the signs of aging. "Wrinkles are a part of who we are, or where we've been," she wrote in the 1970s. "Not to have wrinkles means never having laughed or cried or expressed passion."

But in the 1980s, millions of Americans joined the search for the perfect body. Vanity surgery for the masses became a hot item. Lips too thin? Stomach too big? Nose too long? Let us remake you, the doctors said. A newspaper story described one mother's birthday present to her fourteen-year-old daughter: "new" hips and thighs.

Recent scare stories have caused some women to think twice about artificially increasing their breast size with silicone implants. Still, about 250,000 American women will have their breasts surgically enlarged this year, according to industry estimates.

Plastic surgeons monopolized the field until the 1980s, when other doctors swooped in to grab their share of the booty, estimated by the feds at up to $3 billion a year. The public often equates plastic surgeons with cosmetic surgeons, but board-certified plastic surgeons undergo far more rigorous training than their cosmetic counterparts.

Baruch Rosen describes how he became an associate fellow of the American Academy of Cosmetic Surgery in 1988. "Essentially, you have to demonstrate an interest in cosmetic procedures and an ability to perform certain procedures," he says. "At that time, I had performed a significant amount of chemical peels. I applied on that basis and was accepted."

Rosen says he sent the academy photographs and patient records of his 26 court deposition, "but he didn't have a lot of knowledge on all of it."

Lewis called Rosen and pitched him on the potential financial benefits of a cosmetic surgery practice. Lewis knew that Joe Naud, his old pal from Michigan, was considering a move to Arizona. He introduced Rosen to Naud over the telephone. A plan hatched. Lewis would be the marketing mastermind of a Rosen-Naud partnership in Scottsdale.

Lewis says he never asked Rosen much about his cosmetic surgery experience. "The law says that any doctor can do any surgery they want," Lewis says. "It's up to him to know if he's qualified or not . . . I didn't think you'd have to be a genius to do [breast implants]. The arrangement was that Naud would help Rosen, to teach him to do everything there is to do."

Naud and Rosen formed a corporation in early 1990. Lewis says the financial arrangement went as follows: The doctor who performed the surgery would get 30 percent of the fee. Lewis would be paid $1,000 a week plus bonuses. Naud would be in Arizona off and on at first, doing "liposuction, tummy tucks, breast enlargements, facelifts," Lewis says, and would soon move here for keeps.

The Cosmetic Surgery Center of Scottsdale opened for business in March 1990. Lewis admitted in his deposition that he knew Naud was practicing medicine without an Arizona license. "It ain't up to me to notify [BOMEX]," he explained. "He's a grown man, he's smarter than me. He went to college, medical school. If he wants to jeopardize himself, that's his problem."

But Naud had withdrawn his Arizona license application in February 1990, possibly after BOMEX investigators learned of sanctions he had faced in Michigan for improperly medicating patients. Naud apparently refiled his application in March 1990, but BOMEX records don't indicate whether he took the entrance test. Rosen and Lewis claim Naud told them he took the test last July, but flunked it.

Whatever the case, Sol Lewis quickly mounted a successful ad campaign for the new clinic. He says Naud earned up to $10,000 a month during his six months in Arizona. Rosen earned about $5,000 monthly during the same time. That would indicate that Naud was doing the lion's share of the surgeries.

But Rosen wouldn't admit to that, even after the clinic collapsed late last year. "Naud did not perform surgery," Rosen said during a sworn deposition last December 14. Naud, Rosen maintained, was simply in Arizona "in a teaching capacity." That echoed his statements in earlier interviews with BOMEX and the Scottsdale Police Department.

Now, Baruch Rosen is singing a far different tune.

"He did perform some surgical procedures," he says. "The first time I covered for him, he was alive and they [BOMEX] were being antagonistic toward him. At that stage, to me Joe Naud was the ultimate, he was my teacher."

"THERE WERE TIMES," says the Scottsdale clinic's former saleswoman-medical assistant Sharon Mesa, "when Dr. Rosen had to leave the room and call Dr. Naud in Michigan because he wasn't sure of what to do during a surgical procedure. There were times when I had to tell the doctor what should be done just to get the patient closed up."

Baruch Rosen says, "I counted on Dr. Naud a lot for advice." But Rosen insists he performed more than 75 cosmetic surgeries at the clinic in 1990. He says he did many of the procedures on his own, while Joe Naud was back in Michigan.

Sometimes, it went without a hitch. Other times, Mesa says, terrible problems arose:

"It came to the point that he did an abdominoplasty by himself with Dr. Naud not present and he said, `I've taken too much off, Sharon. What am I going to do now?' And I said, `You're going to get her closed up. I'm going to put this table on a 45-degree angle and you're going to suture her up.' And he did and it was the best tummy tuck he ever did. But the fact that a medical assistant had to figure out what to do with a person that was laying on the table with the whole bottom half of their stomach cut out . . . ."

A 1965 North High School graduate, Mesa had raised her children and then returned to the work force in the late 1980s. Rosen hired her as a medical assistant and she soon took on a slew of responsibilities.

Mesa met with prospective patients when they walked into the clinic with their heads in the clouds and their hands on their wallets. "Most of the times," Mesa recalls, "they didn't even ask the doctor's name or want to know if they could even see a doctor. They were excited. They wanted their surgeries done."

Though not a nurse, Mesa performed nurse- and doctorlike duties at the Cosmetic Surgery Center of Scottsdale in addition to her job as saleswoman.

"The day after surgery, I would remove the tubes from their incision," she says, "and take the bandages off . . . . Then they would come back on the seventh day and I would remove their stitches and again make sure that the implant was moving freely." Sharon Mesa was a good soldier almost to the end. "Ms. Mesa stated that Naud was an observer," a July 1990 Scottsdale police report says. "She stated Dr. Rosen would demonstrate techniques during surgery while Dr. Naud watched. Ms. Mesa stated Naud never touched a patient while she was present."

But in recent deposition testimony, Mesa apparently told the truth. "Dr. Naud was the one who primarily did the surgeries, correct?" Phoenix attorney Charlie Buri asked her.

"Yes," Mesa replied. "When he was in town."
Naud was in town on June 9, 1990, when Rebecca Wilson came into the office for her operation.

BECKY WILSON IS a 53-year-old technical assistant for a central Phoenix firm. The Indiana native lost about 100 pounds a few years ago after an intestinal by-pass and had been suffering from uncomfortable, unsightly and unhealthy mounds of skin hanging over her midsection.

Lured by an advertisement, Wilson met with Naud and set up an appointment for a $3,500 abdominoplasty, or a glorified tummy tuck. "I also had a hernia that needed fixing," she adds, "and they told me okay, they'd take care of it, that I'd be as good as new in a couple of weeks."

Sharon Mesa says Naud was the lead surgeon during Wilson's surgery, with Rosen assisting. Rosen has sworn that he performed the surgery, not Naud.

The medical records Rosen later provided to BOMEX don't answer that or other basic questions. The clinic's records in general "contain inadequate or no history," according to BOMEX's complaint against Rosen, "no physical or operative report, anesthesia record, informed consent, consultation, or post-op visits."

BOMEX has alleged that Becky Wilson's surgery was a horrendous failure:
"Insufficient skin was removed, the umbilicus was scarred and not re-created, the abdominal wall was not sufficiently tightened, and the hernia was not repaired. The patient was left with deformations that did not exist before the surgery." These "deformations" included pubic hair that BOMEX says somehow ended up eight inches higher than normal.

Wilson went to a hospital emergency room within a day of her surgery. "Everytime I stood up, blood would run down my legs," Wilson says. "I couldn't contact Rosen and I was told to call 911. I was kind of out of it and I was crying."

She stayed at the hospital over the weekend, suffering, she says, from excessive bloody drainage from her midsection. Rosen visited Wilson at the hospital, and soon recommended what he now says was "scar revision, for minor corrective surgery. The patient was rather mentally unstable, very emotional, and made it into a far bigger deal than it was."

She agreed to return to the clinic for her second surgery in mid-July 1990.

"If I feel that I can improve on the incision, I'll go back and improve on it," Rosen says, adding that the results of Wilson's first surgery were "reasonably good."

By that time, Scottsdale police detectives had started to investigate the clinic after they heard complaints about the goings-on there. Earlier in the year, BOMEX had done some of its own investigating after a prospective patient complained that the clinic had billed her Medicare carrier for $42.35 after an ad had promised a "free, private consultation."

Wilson knew the police were on the hunt because a Scottsdale detective had interviewed her in late June, after her first stomach operation. But she returned for her second "corrective" surgery anyway. Joe Naud was back in Michigan, so Rosen apparently performed the operation by himself.

"I guess Dr. Rosen convinced me it would be all right," Wilson says. "I wanted him to be a good doctor. He said, `It's like going to a dentist, it will take twenty-thirty minutes tops.' It took more than two hours. He told me, `I really did a good job.' But I was all swollen up and it was really lopsided. I was all out of line and I didn't have a bellybutton."

Explains Rosen, "Dr. Naud uses a technique where he does not reconstruct the bellybutton. You should have an indentation. If there were not a bellybutton, I don't think it would be overwhelmingly surprising."

Becky Wilson later underwent a third operation. This one, performed by a board-certified plastic surgeon, went well, she says. "I don't look so awful anymore," she says. She has a better chance than Sue Holmes of collecting damages through Rosen's insurance company because her surgery was not strictly cosmetic.

"In his heart, Dr. Rosen's got to know he screwed up bad," Wilson says. "He called me after the police took his records and wondered if anything was wrong. I don't know what he's thinking about. I just want to see him stopped."

Scottsdale police obtained a warrant in mid-July to search the troubled clinic. During the search, detectives confiscated records they hoped would solidify a case against Naud for practicing without a license. Naud declined to speak with the police, and he retreated to Michigan for much of the next six weeks.

Then, last Labor Day weekend, Joe Naud died of a massive heart attack. Passers-by found him dead behind the wheel of his car. Marketing manager Sol Lewis adds another twist, saying that Naud died two days after telling Mrs. Naud he had fallen in love with a "consultant" at the Scottsdale clinic--not Sharon Mesa.

"I spoke to [Naud's] wife after he died," Lewis says. "From what she told me, two days prior to him dying he had told her that he had met a young girl and she was crazy about him and he was going to leave her. She [his wife] left him to go to Washington and the next day he died."

SUE HOLMES DIDN'T know about any of this when she showed up at the Cosmetic Surgery Center of Scottsdale to have her breasts lifted. "I don't know why no one had let the public know about that place," she says. "I certainly wouldn't have taken my business there if I had known what the hell was happening."

Holmes says another doctor has quoted her a $5,800 price for breast- reduction surgery. She doesn't have the money, and there's no telling if or when she'll get it. The fact that Rosen didn't have liability insurance for cosmetic surgery doesn't bode well for her, even if she prevails in her lawsuit.

"I've had to change half of my wardrobe because of my chest size," she says. "It's ridiculous. But it's not funny."

Sharon Mesa quit the Cosmetic Surgery Center of Scottsdale last October, shortly before it closed. She says, "I couldn't truthfully, honestly look another person in the eye and tell them that Dr. Rosen was a good doctor. I couldn't do it."

A month later, she went to work for Sol Lewis' latest venture, called Cosmetic Surgeons Marketing and Funding. Lewis says Mesa's job was to "talk to the people and that's it, try to get them financed. We didn't do no surgery, just a referral service."

But Mesa quit in March. "Her nerves were getting bad or something," Lewis says. "We would still get calls about Rosen, this and that."

Baruch Rosen continues to practice family medicine--not cosmetic surgery--at his office in Scottsdale. Many of his family-practice patients still swear by him. "He's a very fine, honest guy," one patient says, "a fine doctor in the old hometown sense, fixing bones, giving flu shots. I trust him on that level. I don't know why he ever got into that breast-job stuff."

Rosen says he has lost the business of "five or six" families since BOMEX's allegations against him surfaced months ago. "I'm a good doctor," he says. "This hurts. I care. I really do."

But Sue Holmes isn't in a forgiving mood.
"I'll bet there are some butchers out there who know more about cosmetic surgery than Dr. Rosen," she says. "He's godawful."

The clinic's senior partner had no license to practice medicine in Arizona. That's a felony. "I looked like Dolly Parton. I couldn't believe it. He had made me enormous. I was gargantuan."

"She was given a breast augmentation because he didn't know how to do an uplift."

About 250,000 American women will have their breasts surgically enlarged this year.

"I was all swollen up and it was really lopsided. I was all out of line and I didn't have a bellybutton."

"He's a fine doctor in the old hometown sense, fixing bones, giving flu shots. I don't know why he ever got into that breast-job stuff."

"I've had to change half of my wardrobe because of my chest size.

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