SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.

Litigation Release No. 15352 / April 29, 1997

SECURITIES AND EXCHANGE COMMISSION v. DAVID A. SCHMIDT  AND
WILLARD A. WHITEHURST, Civil Action No. 97-878 (JLG) (D.D.C.
April 29, 1997)

     The Securities and Exchange Commission announced today the
filing of a complaint in the United States District Court for the
District of Columbia against David A. Schmidt ("Schmidt") and
Willard A. Whitehurst ("Whitehurst") for insider trading in
connection with their purchases, and those of Schmidt's tippees,
of the common stock of Purolator Products Company ("Purolator")
prior to the October 3, 1994 announcement that Mark IV Industries
Inc. ("Mark IV") and Purolator had entered into a definitive
merger agreement.  Without admitting or denying the allegations
in the complaint, Schmidt consented to the entry of a final
judgment enjoining him from violating Sections 10(b) and 14(e) of
the Securities Exchange Act of 1934 ("Exchange Act") and Exchange
Act Rules 10b-5 and 14e-3, ordering him to disgorge $105,241.99,
plus prejudgment interest thereon of $23,332.96, and ordering him
to pay a civil penalty of $68,206.93.  Without admitting or
denying the allegations in the complaint, Whitehurst consented to
the entry of a final judgment enjoining him from violating
Sections 10(b) and 14(e) of the Exchange Act and Exchange Act
Rules 10b-5 and 14e-3, ordering him to disgorge $4,240.62, plus
prejudgment interest thereon of $940.16, and ordering him to pay
a civil penalty of $19,826.56.
   
     According to the complaint, in September 1994, Whitehurst
learned of the negotiations between Mark IV and Purolator by
virtue of his employment with Dayco Products, Inc. ("Dayco"), a
subsidiary of Mark IV.  The complaint alleges that Whitehurst,
while in possession of material, nonpublic information, asked his
son-in-law Schmidt to purchase $10,000 of the common stock of
Purolator and tipped Schmidt about the negotiations.  After
obtaining the information from Whitehurst, Schmidt purchased 575
Purolator shares for Whitehurst and 4,325 shares for himself
between September 20 and September 23, 1994.  Schmidt also
recommended Purolator to three persons who thereafter purchased a
total of 10,273 shares.  Collectively, Whitehurst, Schmidt and
Schmidt's tippees purchased 15,173 Purolator shares. 

     Following the public announcement of the Mark IV/Purolator
transaction, Whitehurst, Schmidt and Schmidt's tippees sold or
tendered the 15,173 shares of Purolator common stock realizing
profits of about $109,483.  Whitehurst realized profits of
$4,240.62; Schmidt realized profits of $31,171.87; and Schmidt's
tippees realized profits of $74,070.12.

     The Commission acknowledges the assistance of the National
Association of Securities Dealers, Inc. in this matter.
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