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             U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 15071 / September 25, 1996

SECURITIES AND EXCHANGE COMMISSION v. MICHAEL W. CROW, Civil
Action No. 96-1661 SCM (S.D. Cal.)   

The Securities and Exchange Commission ("Commission") filed a
complaint on September 24, 1996, in the United States District
Court for the Southern District of California against Michael W.
Crow ("Crow").  Crow was the former president and chief executive
officer of Wilshire Technologies, Inc. ("Wilshire"), a public
company located in Carlsbad, California.  The Commission's
complaint alleges that Crow violated the federal securities laws
by causing Wilshire to materially overstate its earnings, to
issue materially misleading press releases and to file materially
misleading periodic financial reports with the Commission.  The
Commission further alleges that Crow engaged in insider trading
by selling 75,000 shares of Wilshire stock in November and
December 1993, avoiding losses of about $1.2 million. 

The Commission alleges in its complaint that Crow caused Wilshire
to overstate its fiscal 1993 second and third quarter financial
statements by causing Wilshire to recognize revenue on
conditional sales of two new and untested products.  One product,
called the TrimPatch, was designed as an over-the-counter
appetite suppressant administered through a patch applied to the
skin.  The other product, a pipe plug, was designed to clean
tubing in clean rooms in manufacturing facilities.  The
Commission further alleges that Crow caused Wilshire to overstate
its fourth quarter and fiscal 1993 financial results by causing
Wilshire to recognize additional revenue on other conditional
sales, and by causing Wilshire to improperly recognize a gain on
a related party asset sale and an expense deduction on a disputed
claim against a vendor.  The Commission alleges that, in
perpetrating this scheme, Crow violated the antifraud provisions
of Section 10(b) of the Securities Exchange Act of 1934
("Exchange Act") and Rule 10b-5 thereunder, the reporting
provisions of Section 13(a) of the Exchange Act and Rules 12b-20
and 13a-13 thereunder, the  recordkeeping provisions of Section
13(b)(2)(A) of the Exchange Act and Rule 13b2-1 thereunder, the
internal control provisions of Section 13(b)(2)(B) of the
Exchange Act and the lying to the auditors provision of Rule
13b2-2 under the Exchange Act.

The Commission also alleges that Crow engaged in insider trading
in Wilshire's stock in violation of the antifraud provisions of
Section 17(a) of the Securities Act of 1933 and Section 10(b) of
the Exchange Act and Rule 10b-5 thereunder.  In November and
December 1993, Crow sold 75,000 shares of Wilshire stock.  At the
time he sold the stock, Crow knew material, nonpublic information
concerning Wilshire's overstatement of its 1993 second and third
quarter financial results.  By selling the Wilshire stock, while==========================================START OF PAGE 2======

in possession of this inside information, Crow avoided losses of
about $1.2 million.


The Commission requests that the Court permanently enjoin Crow
from any further violations of the securities laws, prohibit him
from serving as an officer or director of any corporation that
has securities registered with the Commission or that is required
to file reports with the Commission, and order him to disgorge
all benefits obtained by virtue of his illegal conduct. 











































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