SECURITIES AND EXCHANGE COMMISSION
                                 Washington, D.C.

          LITIGATION RELEASE NO.  16097 / March 30, 1999

          SECURITIES  AND EXCHANGE COMMISSION v. JOSEPH DIMAURO, STEPHEN
          DILORENZO, MUJAHID  BASHIR AND JOEL PENSLEY,  No. 98 Civ. 6349
          (LAP)  (S.D.N.Y.)

                        MICROCAP COMPANY PRINCIPAL OFFICER
                         AND DIRECTOR SETTLES FRAUD CASE

               The Commission  today  announced  a  settlement  with the
          remaining  defendant, Mujahid Bashir ("Bashir"), in a microcap
          fraud action filed in the United States District Court for the
          Southern District  of  New York on September 9, 1998.  Without
          admitting or denying any  of  the allegations in the Complaint
          except as to jurisdiction, Bashir,  former  principal  officer
          and    director   of   Visual   Cybernetics   Corp.   ("Visual
          Cybernetics"),  a  microcap,  start-up company, consented to a
          final judgment that enjoins him  from  violating the antifraud
          and other provisions of the federal securities  laws, bars him
          from acting as an officer or director of a public company, and
          orders him to disgorge his ill-gotten gains, plus  prejudgment
          interest thereon, but, based on his demonstrated inability  to
          pay,  waives  such  disgorgement  and  does  not  impose civil
          penalties.

               The Complaint alleged that Bashir misappropriated $80,000
          from  Visual  Cybernetics  above the amounts to which  he  was
          entitled  under  his  employment   agreement.    To  hide  the
          misappropriations,  Bashir  signed Visual Cybernetics  filings
          that he knew misrepresented and  omitted information about the
          amount of money that he received.

               The final judgment as to Bashir  (a)  permanently enjoins
          him from future violations of Sections 10(b)  and 13(a) of the
          Exchange Act of 1934 ("Exchange Act") and Exchange  Act  Rules
          10b-5, 12b-20, 13a-1, and 13a-13; (b) bars him from acting  as
          an  officer  or  director  of  any  issuer that has a class of
          securities registered pursuant to Section  12  of the Exchange
          Act  or that is required to file reports pursuant  to  Section
          15(d)  of the Exchange Act; and (c) orders him to disgorge his
          ill-gotten  gains,  plus  prejudgment  interest  thereon, but,
          based  on  his  demonstrated  inability  to  pay, waives  such
          disgorgement and does not impose civil penalties.

               The  civil  action that Bashir settled also  was  brought
          against  three  other   individuals,  two  Visual  Cybernetics
          directors, and one outside  counsel.   All  three  individuals
          previously  agreed  to  settle  the  action.   See  Litigation
          Release  Nos.  15874  and  16017.  The Commission also brought
          enforcement actions against  Visual Cybernetics’ auditors that
          have  been  settled.  See Litigation  Release  No.  15873  and
          Release No. 33-7573.

               This Enforcement action is part of the Commission’s four-
          pronged approach  to  minimizing Microcap fraud:  enforcement,
          inspections,  investor  education  and  regulation.  For  more
          information about the SEC’s  response to Microcap fraud, visit
          the    SEC’s    Microcap   Fraud   Information    Center    at
          http://www.sec.gov/news/extra/microcap.htm.