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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 15188 / December 16, 1996

SECURITIES AND EXCHANGE COMMISSION v. EDWARD A. CANTOR, MICHAEL
LEVINE AND DAVID P. SCHWARTZ, 94 Civ. 8079 (JGK) 

     The Commission announced today that, on December 13, 1996,
the Honorable John G. Koeltl of the United States District Court
of the Southern District of New York granted the Commission's
motion for entry of a final judgment ("Final Judgment") against
defendant Michael Levine ( Levine ).  The Final Judgment includes
an injunction against future violations of Section 14(e) of the
Securities Exchange Act of 1934 ("Exchange Act") and Rule 14e-3,
and orders Levine to pay disgorgement of $73,724.21, prejudgment
interest at the rate used by the Internal Revenue Service to
calculate interest on tax underpayments ("IRS rate") of
$63,855.87, and a penalty of $221,172.63, the maximum available
against him under the Insider Trading and Securities Fraud
Enforcement Act of 1988.

     The Final Judgment embodies the relief awarded the
Commission on partial summary judgment this past July.  In ruling
in the Commission's favor, the Court held that Levine, a 48 year
old resident of Weston, Connecticut, and the owner of MDM Copying
Services, Inc., an office supply business located in New York,
New York, had violated the tender offer antifraud provisions of
the federal securities laws by purchasing DeSoto, Inc. ( DeSoto )
stock.  Levine purchased nearly $450,000 of this stock on
November 9, 1989, the day that Sutton Holding Corp. announced its
intention to commence a $50 per share tender offer for DeSoto. 
He sold those shares the next day for a profit of $73,724.21. 
Judge Koeltl, finding that genuine issues of material fact exist,
declined to grant summary judgment on the Commission's claims
that Levine also violated Section 14(e) of the Exchange Act and
Rule 14e-3 when he purchased DeSoto stock in October 1989, and
when he communicated material, nonpublic information to David P.
Schwartz ( Schwartz ) on November 8 or 9, 1989, under
circumstances in which it was reasonably foreseeable that
Schwartz would communicate that information to Edward A. Cantor
( Cantor ), who then purchased DeSoto stock.  On December 13,
1996, these claims, as well as the Commission's claim that Levine
violated Section 10(b) of the Exchange Act and Rule 10b-5 by
purchasing DeSoto stock in October and November 1989, were
dismissed by the Court without prejudice at the Commission's
request, thus concluding this insider trading action.

     The Court, in its opinion granting the motion for entry of
the Final Judgment, rejected Levine's arguments that he should be
enjoined only from the specific provisions of Section 14(e) and
Rule 14e-3 that he was found to have violated.  The Court also
rejected Levine's objection to calculating prejudgment interest
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at the IRS rate.

     Cantor, 68, and Schwartz, 32, previously settled the action
against them, without admitting or denying the allegations of the
Commission s complaint.  Cantor, who purchased 35,000 shares of
DeSoto stock on November 9, 1989, was permanently enjoined from
future violations of Sections 10(b) and 14(e) of the Exchange Act
and Rules 10b-5 and 14e-3; and was ordered to pay $232,637.36 in
disgorgement plus prejudgment interest, and $148,219.36 as a
civil penalty.  Schwartz was permanently enjoined from future
violations of Section 14(e) of the Exchange Act and Rule 14e-3,
and ordered to pay $3,063.83 in disgorgement and prejudgment
interest, and $14,822.00 as a civil penalty.
 
     For further information see Litigation Release Nos. 14329
(Nov. 9, 1994), 14678 (Oct. 4, 1995), 14769 (Dec. 29, 1995) and
14997 (Aug. 1, 1996).