U.S. Securities and Exchange Commission

              Litigation Release No. 16107 /  April 7, 1999


              SECURITIES AND EXCHANGE COMMISSION V. FIRST CALIFORNIA CAPITAL
              MARKETS GROUP, INC., H. MICHAEL RICHARDSON AND DERRICK P. DUMONT,
              C 97-02761 CRB (N.D. Cal.)

                   The Securities and Exchange Commission ("Commission")
              announced today that the Honorable Charles R. Breyer of the U.S.
              District Court, Northern District of California, entered judgment
              by consent against the San Francisco underwriting firm First
              California Capital Markets Group, Inc. ("First California"), now
              known as Badger Technologies, Inc., and bankers, H. Michael
              Richardson ("Richardson"), formerly of Lafayette, California, and
              Derrick P. Dumont ("Dumont") of Calistoga, California.  The Court
              order permanently enjoins and restrains First California,
              Richardson and Dumont from violating or committing future
              violations of the anti-fraud provisions of the federal securities
              laws and Municipal Securities Rulemaking Board rules requiring
              fair dealing with investors.  Richardson and First California
              agreed to jointly pay $600,000 in disgorgement and prejudgment
              interest, and civil penalties totaling $100,000.

                   In addition, Richardson and Dumont have consented to the
              entry of administrative orders by the Commission barring them from
              association with any broker, dealer, investment adviser,
              investment company or municipal securities dealer, with the right
              to reapply for registration in three years and two years,
              respectively.  The Commission did not seek to deregister First
              California because First California had withdrawn its registration
              as a broker-dealer in 1997 shortly after the Commission filed its
              district court action.

                   The Commission’s Complaint alleges that First California,
              Richardson, its CEO, and Dumont, Manager of its Assessment
              District/Mello-Roos Department, made numerous misrepresentations
              and omissions in offering material it distributed to investors
              which undermined the feasibility and security of $69 million in
              California municipal bonds.  Between July 1989 and February 1994,
              First California underwrote five municipal bond offerings for four
              California municipalities:  the County of Nevada, City of Ione,
              City of Wasco, and City of Avenal. Two of the bond offerings
              involved Marks-Roos bonds (pool bonds). The misrepresentations and
              omissions in those offerings involved oversizing of the pools and
              failure to disclosed the speculative nature of the intended
              projects to be funded.  The three remaining bond offerings
              involved Mello-Roos bonds (land development bonds).  In these
              bonds, the background, experience, and financial status of the
              developers, as well as the valuation of the underlying land and
              improvements securing the bonds were misrepresented.  In addition,
              Richardson, acting as financial consultant to Wasco and Avenal,
              advised the cities to invest in the Nevada County and Ione bonds,
              despite the fact that the bonds did not meet Avenal’s and Wasco’s
              minimum credit requirements for investment.  Richardson also
              advised Wasco to invest more than half of its pooled funds after
              the three year limitation period at which time uninvested funds
              were to be returned to investors.  The Commission’s Compaint
              alleged that this conduct violated Sections 17(a) of the
              Securities Act, Sections 10(b) and 15B(c) of the Exchange Act,
              Rule 10b-5 promulgated thereunder, and Municipal Securities
              Rulemaking Board Rules G-17 and G-19.

                   The Commission previously brought, and settled,
              administrative proceedings against Nevada County, City of Ione,
              and City of Wasco, as well as numerous other individuals involved
              with the five bond offerings.  An administrative ruling remains
              pending against Virginia Horler, the financial adviser to Nevada
              County.