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                SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.


LITIGATION RELEASE NO. 14774 / January 4, 1996

SECURITIES AND EXCHANGE COMMISSION V. ROBERT D. CARL, III, 
Case No. 1:96CV00016 (D.D.C.) (filed January 4, 1996)

     On January 4, 1996, the Commission filed a complaint in the
United States District Court for the District of Columbia against
Robert D. Carl, III, who is the chairman, chief executive
officer, and president of Health Images, Inc.  The Commission
alleged that Carl violated Section 16(a) of the Securities
Exchange Act of 1934 ("Exchange Act"), and Rules 16a-2 and 16a-3
(and former Rule 16a-1) thereunder, by failing to timely file
thirty-eight reports of transactions in his mother's brokerage
accounts involving shares of Health Images stock in which he had
a beneficial ownership interest.  The Commission requested the
court to impose a $10,000 civil penalty against Carl pursuant to
Section 21(d)(3) of the Exchange Act.  Without admitting or
denying the allegations in the complaint, Carl consented to the
entry of a final judgment imposing a $10,000 penalty.

     In a related matter, the Commission issued an administrative
Order pursuant to Section 21C of the Exchange Act against Carl,
finding that he violated Section 16(a) and the rules thereunder
and requiring him to cease and desist from committing or causing
any violation or future violation of those provisions.  The Order
also notes that Carl recently disgorged to Health Images
approximately $92,400 in short-swing profits resulting from the
trading in his mother's account, plus interest of approximately
$52,600.  Without admitting or denying the allegations in the
Commission's Order, Carl consented to its entry.