SECURITIES AND EXCHANGE COMMISSION
                                       Washington, D.C.

          Litigation Release No.  15997 / December 9, 1998

          SECURITIES AND EXCHANGE COMMISSION V. DUDLEY DWORKEN, MYRON
          DWORKEN, Civil Action No. 98-CV-4020 (MJG) (D. Md., Greebelt
          Div.) (filed
          December 9, 1998)

          SEC Files Complaint Against Former Director And His Uncle For
          Insider Trading Prior To Bank Merger; Settles With Defendants For
          $23,632

               On December 9, 1998, the Commission filed a civil complaint
          in the United States District Court for the District of Maryland
          alleging that Dudley Dworken, a former director of Allegiance
          Banc Corporation ("Allegiance"), tipped his uncle, Myron Dworken,
          who traded in Allegiance and Myron then tipped his wife who also
          traded in Allegiance, prior to the company's April 22, 1996
          public announcement that it had entered into a definitive
          agreement for F&M National Corporation ("F&M") to acquire
          Allegiance through a stock swap.

               The Commission's complaint alleges that on April 16, 1996,
          six days before the public announcement, Dudley Dworken, an
          Allegiance director who had been apprised of the confidential
          merger negotiations, engaged in a nineteen-minute telephone
          conversation with his uncle, Myron Dworken.  During that
          telephone call, Myron asked Dudley whether Allegiance was an
          acquisition target, and Dudley provided Myron with material,
          nonpublic information concerning the merger in breach of Dudley's
          fiduciary duty to Allegiance.  Within minutes of concluding that
          call, Myron telephoned his brokers and purchased 1500 shares of
          Allegiance common stock in two brokerage accounts, 1,000 shares
          of which he sold one year later.  As a result of his purchases,
          Myron Dworken earned $4,312 in profits.

               The Commission's complaint further alleges that immediately
          after Myron and Dudley's nineteen-minute telephone call, Myron
          also telephoned his wife.  During the call, Myron shared with his
          wife the material, nonpublic information acquired from Dudley,
          and recommended that she purchase Allegiance stock.  The next
          day, April 17, 1996, Myron's wife purchased 1000 shares of
          Allegiance common stock, which she still holds.  As a result of
          her purchase, Myron's wife earned $3,000 in profits.

               The Commission's complaint seeks a permanent injunction
          against Dudley and Myron Dworken for violations of the antifraud
          provisions of the Securities Exchange Act of 1934 ("Exchange
          Act"), disgorgement of illicit profits, and civil penalties
          pursuant to the Insider Trading Sanctions Act, Section 21A of the
          Exchange Act ("ITSA").  Simultaneously with the filing of the
          Commission's complaint, Dudley Dworken consented, without
          admitting or denying the allegations of the complaint, to the
          entry of a final judgment permanently enjoining him from
          violating Section 10(b) of the Exchange Act and Rule 10b-5
          thereunder, and ordering him to pay a $7,312 ITSA penalty
          (representing a penalty on the illicit profits of Myron Dworken
          and Myron's wife).  Also simultaneously with the filing of the
          Commission's complaint, Myron Dworken consented, without
          admitting or denying the allegations of the complaint, to the
          entry of a final judgment permanently enjoining him from
          violating Section 10(b) of the Exchange Act and Rule 10b-5
          thereunder, and ordering him to pay $16,320, which comprises
          $7,312 in disgorgement of his and his wife's illicit profits,
          $1,696 in prejudment interest thereon, and a $7,312 ITSA penalty.
          See also SEC Litigation Release No. 15914, dated September 30,
          1998.