SECURITIES AND EXCHANGE COMMISSION


     LITIGATION RELEASE NO.  15788  / June  19 , 1998

     SECURITIES AND EXCHANGE COMMISSION v. TERRY S. SHILLING (United States
     District Court for the District of New Hampshire, Civ. No. 98-CV-329-B)

          The Commission announced that, on June 1, 1998, Chief Judge Paul J.
     Barbadoro of the United States District Court for the District of New
     Hampshire issued a judgment permanently enjoining Terry S. Shilling
     ( Shilling ) from future violations of Section 10(b) of the Securities
     Exchange Act of 1934 ( Exchange Act ) and Rule 10b-5 thereunder and
     ordering Shilling to pay disgorgement of $10,761.78, plus prejudgment
     interest of $1,168.99, and a civil money penalty of $10,761.78.  The
     Commission s complaint, filed on May 21, 1998, alleged that Shilling, a
     former Healthsource, Inc. ( Healthsource ) executive and a resident of
     Marietta, Georgia, engaged in unlawful insider trading in the common stock
     of Healthsource.  Simultaneously with the filing of the Complaint, Shilling
     consented, without admitting or denying the allegations in the Complaint,
     to the entry of the final judgment.

          According to the Complaint, on February 19, 1997, a Healthsource
     executive called Shilling and informed him, in a confidential briefing,
     that Healthsource was negotiating with both CIGNA Corporation ( CIGNA ) and
     another company regarding a business combination.  The Complaint alleged
     that the Healthsource executive also told Shilling that Healthsource was
     conducting a mini-auction and that the matter could be decided by the end
     of the following week.  The Complaint also alleged that the Healthsource
     executive called Shilling a second time that day to emphasize the
     confidential and privileged nature of the information.  According to the
     Complaint, on February 20, 1997 and after his conversations with the
     Healthsource executive, Shilling bought 1,900 shares of Healthsource common
     stock for $15-1/8 per share.  The Complaint further alleged that Shilling
     did not preclear his February 20, 1997 trade as required by Healthsource s
     procedures and that, had he done so, he would not have received approval
     for this trade.  On February 28, 1997, Healthsource and CIGNA announced an
     agreement to merge the two companies, with a premium payable to
     Healthsource shareholders and with CIGNA as the surviving entity.  The
     Complaint alleged that, by purchasing Healthsource shares on February 20,
     in advance of the February 28, 1997 merger announcement and for $5-3/4 per
     share less than the post-announcement closing price, Shilling realized
     unlawful trading profits of $10,761.78. 

          For further information, see Litigation Release No. 15753.


                          







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