==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. LITIGATION RELEASE NO. 15203 / January 2, 1997 SECURITIES AND EXCHANGE COMMISSION v. HARRY C. MORGAN, JOHN G. MARTINES AND JOHN F. WALSH, III, Civil Action No. 3:CV97-0001 (M.D. Pa.) (filed January 2, 1997) On January 2, 1997, the Commission filed a complaint in the United States District Court for the Middle District of Pennsylvania against Harry C. Morgan of Scranton, Pennsylvania, John G. Martines of Carbondale, Pennsylvania, and John F. Walsh, III of Dalton, Pennsylvania, alleging insider trading in the securities of First Eastern Corporation ("First Eastern") prior to the announcement on July 27, 1993 by PNC Bank Corp. ("PNC") that PNC would purchase First Eastern. The Commission's complaint alleges that Morgan, a director of First Eastern, tipped a long-time friend who realized profits of $25,093, and communicated information about the First Eastern merger to Martines at a dinner held on July 23, 1993 at the Scranton Country Club in Scranton, Pennsylvania. The complaint alleges that Martines executed a purchase of First Eastern stock, earning a profit of $7,175, and also caused three additional purchases of First Eastern stock by friends who earned a total profit of $16,342. The complaint further alleges that Walsh, a broker and supervisor of the Clarks Summit, Pennsylvania office of Rutherford, Brown & Catherwood ("Rutherford"), made purchases of First Eastern stock for himself and several clients after learning about Morgan's tip to Martines from Martines' broker at Rutherford. The total profit from these trades was $21,228. The complaint seeks injunctions against Morgan, Martines and Walsh for violations of Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 therunder, as well as disgorgement of the profits earned by the defendants and their tippees, and civil penalties pursuant to the Insider Trading and Sanctions Act of 1984. Simultaneous with the filing of the complaint, without admitting or denying the allegations of the complaint, Morgan and Martines consented to the entry of Final Judgments permanently enjoining each of them from violating Section 10(b) of the Exchange Act, and Rule 10b-5 therunder, ordering Morgan to pay $25,093 in disgorgement, $7,987 in prejudgment interest and a $48,610 penalty for a total amount of $81,690, and ordering Martines to pay $23,517.00 in disgorgement, $7,485.22 in prejudgment interest, and a $23,517.00 penalty for a total amount of $54,519.22. The Commission's investigation is continuing.