==========================================START OF PAGE 1======

         UNITED STATES SECURITIES AND EXCHANGE COMMISSION


SECURITIES AND EXCHANGE COMMISSION V. HUGHES CAPITAL CORPORATION,
LIONEL REIFLER, SUSAN LACHANCE, GILBERT BEALL, HOWARD ACKERMAN,
IRA VICTOR, FREDERIC MASCOLO AND THE ESTATE OF JOHN KNOBLAUCH,
CIVIL ACTION NO. 88-5238 (WGB) 

LITIGATION RELEASE NO. 14832 / March 4, 1996


          The Securities and Exchange Commission announced that
on February 16, 1996, the Honorable William G. Bassler, United
States District Court Judge for the District of New Jersey,
granted the Commission's Motion for Summary Judgment, on the
issue of disgorgement, holding defendants Hughes Capital
Corporation ("Hughes Capital"), Lionel Reifler, Susan Lachance
Reifler, Gilbert Beall, and the Estate of John Knoblauch, jointly
and severally liable for $1,394,252.40, plus interest. 
Additionally, the Court held those defendants, plus defendants
Howard Ackerman, Ira Victor, and Frederic Mascolo, individually
liable in varying amounts for a total disgorgement award of
$1,950,562.98, plus pre-judgment interest of $2,381,595.69, for
an aggregate award of $4,332,158.67.

          The Court concluded that the defendants, each of whom
had varying levels of participation, orchestrated a sham initial
public offering in which they acquired all of the offered units,
artificially inflated the securities' price by disseminating
false and misleading information about Hughes Capital's business
prospects, and then sold the securities at a substantial profit. 
The defendants raised almost two million dollars through the
scheme, laundered the proceeds through numerous controlled-
accounts, and used the funds for their own personal purposes.

          Previously, by Order dated September 2, 1993, the Court
granted the Commission's Motion for Summary Judgment against
Hughes Capital, Reifler, Beall and Knoblauch, entering a
permanent injunction against them under Section 20(b) of the
Securities Act of 1933 ("the Securities Act") and Section 21(d)
of the Securities Exchange Act of 1934 ("the Exchange Act"), and
finding as a matter of law that they violated Sections 5 and
17(a) of the Securities Act, and Section 10(b) of the Exchange
Act, as well as Rule 10b-5 promulgated thereunder.  

          By Order dated December 9, 1994, the Court granted the
Commission's Motion for Summary Judgment against Susan Lachance
Reifler and Mascolo finding that they violated Section 17(a)(2)
of the Securities Act.  The Court also granted the Commission's
Motion for Summary Judgment against Ackerman, finding that he
violated Section 17(a)(3) of the Securities Act.
==========================================START OF PAGE 2======

          By Order dated June 16, 1995, the Court granted the
Commission's Motion for Summary Judgment against Ira Victor,
finding him liable as a matter of law for violations of Sections
17(a)(2) and 17(a)(3) of the Securities Act.

          Also, Lionel Reifler pled guilty in August, 1989 to
criminal charges of securities fraud and conspiracy to commit
fraud arising out of the Hughes scheme.

          The Court found the defendants individually liable in
the following amounts:

               Howard Ackerman          $  5,644.17

               Gilbert Beall            $217,300.00

               Frederic Mascolo         $137,000.00

               John Knoblauch           $ 24,000.00

               Susan Lachance           $ 85,232.41

               Lionel Reifler           $ 63,218.48

               Ira Victor               $   8,000.00.



          The Court found that $556,310.58 of the proceeds of the
fraud were traceable to the ultimate recipients; however,
defendants' efforts to launder their profits prevented tracing
the remaining $1,394,252.40.  The Court held that since Hughes
Capital, Reifler, Beall and Knoblauch had been "intentional"
participants in the scheme, they should be held jointly and
severally liable for the amount of the total which could not be
traced.  The Court found Susan Lachance Reifler, who negligently
participated in the fraud, to be jointly and severally liable for
the untraceable amount, stating that, as Lionel Reifler's wife,
she received substantial, additional benefits from the scheme.

          The Court rejected defendants' argument that an award
of disgorgement should be offset by amounts used for "legitimate
business expenses" associated with the Hughes Capital offering. 
The "overwhelming" weight of authority, the Court explained,
holds that securities law violators may not offset their
disgorgement liability with business expenses.

          The following were prior Litigation Releases regarding
this case:  

          SEC v. Hughes Capital Corporation, F.D. Roberts, et
al., Litigation Release No. 11939, December 13, 1988;





          SEC v. Howard Blumenthal, Litigation Release No. 11872,
September 26, 1988.



















































                   
==========================================START OF PAGE 3======