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                SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C.

Litigation Release No. 15031 / September 4, 1996
Accounting and Auditing Enforcement Release No. 810


Securities and Exchange Commission v. Robert E. Polansky, John E.
Capps and Anthony Guerriero, Case No 96-CV-02052 (D.D.C.) (filed
September 4, 1996)

     On September 4, 1996, the Commission filed a complaint in
the United States District Court for the District of Columbia
against Robert Polansky ("Polansky"), John Capps ("Capps") and
Anthony Guerriero ("Guerriero") alleging that the defendants
violated the antifraud and recordkeeping provisions of the
federal securities laws in connection with In-Store Advertising,
Inc.'s ("ISA") 1990 initial public offering ("IPO") of $40
million in common stock. According to the Commission's complaint,
offering materials for ISA's IPO materially misstated its net
income to make the company appear more profitable than it
actually was prior to the IPO.  In particular, ISA's revenues
were shifted forward in periods before the July 1990 IPO and were
then shifted back and decelerated in the period after the IPO. 
The complaint alleged that, to conceal the fraud, Polansky, ISA's
president, chairman and chief executive officer, instructed
Capps, ISA's chief financial officer, and Guerriero, ISA's
assistant controller, to create two sets of contracts to provide
advertising and other services to some of its clients.  One set
of contracts correctly reflected the amounts, conditions and time
period for which ISA's clients had paid for services.  The second
set, however, contained changes to the time frames during which
the advertising was to run and/or the conditions in the
contracts.  The falsified contracts were provided to ISA's
auditors as well as the underwriters for ISA's IPO.  In addition,
the falsified contracts were used to prepare financial statements
presented in connection with the IPO.  The complaint also alleged
that material misrepresentations were made by ISA in its offering
materials regarding the effectiveness of its advertising.  

     Simultaneously with the filing of the complaint, Polansky,
Capps and Guerriero, without admitting or denying the allegations
of the complaint, consented to the entry of permanent injunctions
prohibiting them from future violations of Section 17(a) of the
Securities Act of 1933 and Section 10(b) of the Securities
Exchange Act of 1934 and Rules 10b-5, 13b2-1 and 13b2-2
thereunder.