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               SECURITIES AND EXCHANGE COMMISSION 


LITIGATION RELEASE NO. 15145 / November 4, 1996 

Securities and Exchange Commission v. Quarter Call, Inc., John
Glenn Kendall, Thomas C. Yost, Robert P. Carrigan, and Robert J.
DiToro, D. Colo. Civil No. 94-Z-1227.

   The Securities and Exchange Commission announced that on
October 29, 1996, Judge Zita Weinshienk of the United States
District Court for the District of Colorado issued a Final
Judgment against John Glen Kendall, the president and owner of
Quarter Call, Inc., a company based in Bethesda, Maryland.  

     The Court found that the pay telephone sale and lease back
agreements that Mr. Kendall and others sold during 1993 and 1994,
while employed by Quarter Call, Inc., were securities in the form
of investment contracts subject to the federal securities laws. 
The Court found that Mr. Kendall and others made fraudulent
statements during sales presentations to get investors to
purchase the investment.  The fraudulent statements included
representations that the pay telephones would earn a 25 percent
return; that the company had installed 1,800 pay telephones; that
the average pay telephone earns $250 a month; and that Quarter
Call Inc. would repurchase the pay telephones from investors in 5
years.  Mr. Kendall and others also failed to tell investors that
Thomas C. Yost, the former vice president of Quarter Call, Inc.
had a criminal conviction, and that Maryland had entered a cease
and desist order against the company in March 1994 for violations
of the state's securities laws.

     Based on its findings that Mr. Kendall had violated the
anti-fraud provisions of the federal securities laws, the Court
ordered him to pay disgorgement of $631,747.51 and prejudgment
interest of $151,649.78.  The amount of disgorgement was set
based on a portion of Mr. Kendall's salary, all executive
disbursements, and money that Quarter Call Inc. had paid to
another company owned by Mr. Kendall.  Mr. Kendall is to pay the
disgorgement and prejudgment interest into the bankruptcy estate
of Quarter Call Inc., which is filed with the United States
Bankruptcy Court for the District of Maryland, so that it will
benefit the investors who are creditors of the bankruptcy estate.



     In a separate order entered by consent on October 24, 1996,
the United States District Court for Colorado ordered Thomas C.
Yost, to disgorge $783,000, the compensation he had received from
the conduct alleged in the SEC's complaint, and prejudgment
interest.  Mr. Yost's payment of the disgorgement and prejudgment
interest was waived based on his demonstrated inability to pay.
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     In May 1994, the Court had previously enjoined Mr. Kendall,
Mr. Yost and others, based on their consent in which they neither
admitted nor denied the allegations of the SEC's complaint, from
selling unregistered securities, making false statements or
omitting material information in connection with the offer and
sale of securities, and acting as unregistered broker-dealers.  
The complaint alleged that they violated the securities
registration provisions of Section 5(a) and(c) of the Securities
Act, the anti-fraud provisions of Section 17(a) of the Securities
Act and Section 10(b) of the Exchange Act and Rule 10b-5, and the
broker-dealer registration provisions of Section 15(a) of the
Exchange Act in connection with their offer and sale of pay
telephone sale and lease back agreements to 520 investors, who
invested approximately $9,400,000 between July 1993 and April
1994.  Quarter Call, Inc. filed for bankruptcy protection with
the United States Bankruptcy Court for Maryland under Chapter 11
in May 1994.