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                SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.

Litigation Release No. 14693 / October 17, 1995

Securities and Exchange Commission v. Jeffrey C. Morris, Gerard
Murphy, Susan F. Keary and Graeme Davies (Civil Action No. 94
Civ. 8518) (CBM) (S.D.N.Y.)

     The Commission announced today the filing of a second
amended complaint adding two defendants -- Susan F. Keary and
Graeme Davies -- in its insider trading case involving trading in
the securities of Hilton Hotels Corporation.  The Commission
alleged that Keary and her boyfriend, Davies, provided material
non-public information relating to Hilton's consideration of
"strategic alternatives to enhance shareholder value" to
defendants Jeffrey C. Morris and Gerard Murphy, who in turn
purchased Hilton call options and common stock. Morris and
Murphy, both of whom were previously named in the case, sold
their Hilton securities at a profit of approximately $425,000
almost immediately after Hilton announced this information on
November 17, 1994.  At the time of Morris's and Murphy's trades
(and afterwards), Keary worked as the secretary to an outside
director of Hilton, where the Commission alleged that she learned
the information.  In the days immediately preceding the trades,
Keary traveled to Liverpool, England to visit Davies.  During or
around the time of that trip, she and/or Davies communicated
material non-public information to the other defendants.  

     Simultaneously with the filing of the amended complaint,
Keary, without admitting or denying the allegations of the
complaint against her, consented to the entry of a consent
judgment enjoining her from violating Section 10(b) of the
Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5
thereunder.  In addition, the Court ordered Keary to pay a civil
penalty of $10,000.00.

     The Commission also announced today that on October 10,
1995, defendant Morris, without admitting or denying the
allegations in the Commission's first amended complaint,
consented to the entry of a consent judgment enjoining him from
future violations of Section 10(b) of the Exchange Act and Rule
10b-5 thereunder.  Pursuant to the judgment, the Court also
ordered Morris to disgorge $105,762.21, which represents his
share of the profits from his trading in Hilton securities, and
to pay an additional $105,762.21 to the U.S. Treasury.  The Court
previously granted the Commission's application for a judgment by
default against Morris's trading partner, Murphy, ordering him to
disgorge $301,015.51 and pay a civil penalty of $157,443.69 (see
SEC Litigation Release No. 14381).  Both Morris and Murphy are
British nationals.



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     This case commenced on November 23, 1994, when the
Commission sought and obtained a temporary restraining order,
freezing the proceeds of Morris's and Murphy's trades.  After a
hearing, on December 13, 1994, Morris consented to a continuation
of the freeze as to these proceeds.  On that same day, the
Commission sued Murphy for his trades in Hilton securities
through Morris.  

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     The Commission is proceeding with its litigation as to
Davies.  For additional information, see SEC Litigation Releases
Nos. 14336, 14354 and 14381.

     The Commission gratefully acknowledges the assistance
provided in this matter by Her Majesty's Treasury and the
Department of Trade and Industry of the United Kingdom.