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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION


LITIGATION RELEASE NO. 15174 / December 3, 1996

UNITED STATES OF AMERICA v. WILLIAM DENNIS BROSSEAU
3:96-CR-390-P, USDC, ND/TX (Dallas Division)
            
     The Securities and Exchange Commission and the United States
Attorney for the Northern District of Texas announced that on
November 20, 1996, a grand jury in Dallas, Texas returned a 2-
count indictment against William Dennis Brosseau ("Brosseau").
The indictment charges Brosseau with willfully and unlawfully
disobeying and resisting the Order of Preliminary Injunction
entered against him on September 20, 1996, in the matter of
Securities and Exchange Commission v. Offshore Financial Corp.,
et al. which had restrained Brosseau from violating the antifraud
provisions of the federal securities laws in the offer and sale
of securities. According to the indictment, Brosseau violated the
Order by attempting to divert and misapply approximately $90,000
of investor funds, and by selling an investor an interest in an
oil and gas prospect through fraudulent means. 

     The Commission's complaint alleged that Brosseau and others
fraudulently raised nearly $8 million from at least 200 investors
in 28 states for the purpose of investing in oil and gas wells.
According to the complaint, investors were told that the oil and
gas prospects presented minimal risks, that the wells would
produce investment returns of more than 40% per annum for periods
as long as 25 years, and that their entire investment would be
returned in less than two years. The complaint further alleged 
that Brosseau took in excess of $1.1 million of investors' funds
for his own use, and diverted significant amounts of investor
funds to other entities under his control.

     The Commission and the United States Attorney's Office
acknowledges the assistance of the Texas State Securities Board
in this matter.
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WILLIAM BROSSEAU INDICTED FOR VIOLATING PRELIMINARY INJUNCTION

     The Commission and the United States Attorney for the
     Northern District of Texas announced that on November 20 a
     grand jury returned a 2-count indictment against William
     Dennis Brosseau. The indictment charges Brosseau with
     willfully and unlawfully disobeying and resisting the Order
     of Preliminary Injunction entered against him on September
     20, 1996, in the matter of SEC v. Offshore Financial Corp.,
     et al. which had restrained Brosseau from violating the
     antifraud provisions of the federal securities laws in the
     offer and sale of securities. According to the indictment,
     Brosseau violated the Order by attempting to divert and
     misapply approximately $90,000 of investor funds, and by
     selling an investor an interest in an oil and gas prospect
     through fraudulent means. 

     The Commission's complaint alleged that Brosseau and others
     fraudulently raised nearly $8 million from at least 200
     investors in 28 states for the purpose of investing in oil
     and gas wells. According to the complaint, investors were
     told that the oil and gas prospects presented minimal risks,
     that the wells would produce investment returns of more than
     40% per annum for periods as long as 25 years, and that
     their entire investment would be returned in less than two
     years. The complaint further alleged that Brosseau took in
     excess of $1.1 million of investors' funds for his own use,
     and diverted significant amounts of investor funds to other
     entities under his control.

     The Commission and the United States Attorney's Office
     acknowledges the assistance of the Texas State Securities
     Board in this matter. [United States of America v. William
     Dennis Brosseau, 3:96-CR-390-P, USDC, ND/TX (LR-      )


PHILLIP W. OFFILL, JR.
Trial Counsel
Fort Worth District Office
817/978-6450