UNITED STATES SECURITIES AND EXCHANGE COMMISSION

     LITIGATION RELEASE NO. 15614 / January 9, 1998

     SECURITIES AND EXCHANGE COMMISSION v. AFFORDABLE PREPAID CELLULAR, INC. AND
     JOHN C. ROCKETT, Civil Action No. 97-3750 RAP (JGx) (C.D. Cal.).

     The Commission announced that on January 5, 1998, the Honorable Richard A.
     Paez, United States District Judge, entered an order that the monies frozen
     in this action be disbursed to investors, and appointing a disbursing
     agent. Additionally, on December 23, 1997, Judge Paez entered default
     judgments against the defendants in this action, Affordable Prepaid
     Cellular, Inc., and its owner, John C. Rockett ("Rockett"). The default
     judgments also ordered disgorgement in the amount of $1,338,709.79 together
     with prejudgment interest of $37,524.95, jointly and severally, against APC
     and Rockett.

     Approximately $280,600 of the $1,355,000 raised from investors was frozen
     pursuant to an Order Freezing Assets obtained by the Commission on May 23,
     1997.  The frozen funds were awarded to the Commission as disgorgement, and
     will be disbursed to investors proportionately, resulting in a return to
     investors of approximately 20 cents per dollar invested.  The disbursement
     will take place on or before March 5, 1998.

     The Commission charged in its Complaint, initially filed as a temporary
     restraining order on May 20, 1997, that APC, located in Lake Forest,
     California, and its owner Rockett fraudulently offered and/or sold units in
     APC, in the form of $5,000 corporate notes, to at least one hundred
     individuals since December 1996.  APC's
     stated business was to provide prepaid cellular telephone service to
     "credit-challenged" individuals.  According to APC, in return for their
     investment, APC promised investors a guaranteed 16 3/4% annual return, plus
     1% of half of APC's profits, and that the investor's original contribution
     would be returned at the end of one year.  Further, APC promised that
     investors' monies would be used to fund APC's business operations. 
     Instead, however, Rockett misused and misappropriated at least $600,000 of
     the approximately $1,355,000 raised from investors.  Of the monies the
     Commission was able to trace, the Commission found that Rockett paid
     himself cash payments of over $420,000, and made substantial payments to
     APC s sales agents.  Additionally, no significant monies were spent to fund
     APC s business.  Rockett also failed to inform investors that he had a long
     history of securities law violations, including being twice convicted for
     selling fraudulent investments and being the subject of numerous state
     orders for violating state securities laws. 







                              ======END OF PAGE 1======