UNITED STATES SECURITIES AND EXCHANGE COMMISSION

             LITIGATION RELEASE NO.  15711 / April 20, 1998

             SEC v. UNITED ENERGY PARTNERS, INC. ET AL.,
             3-98CV0218-R (USDC/ND/TX Dallas Division)

                  On January 30, 1998, the Securities and Exchange
             Commission ("Commission") obtained an ex parte temporary
             restraining order, including an asset freeze, from the
             Honorable Jorge A. Solis, United States District Court for
             the Northern District of Texas, to halt an ongoing,
             fraudulent offer and sale of securities.  Named as
             defendants in the Commission's Complaint, also filed on
             January 30, 1998, are United Energy Partners, Inc. ("United
             Energy"), Richard A. Quinn ("Quinn") and Scott W. Tucker
             ("Tucker").  A hearing on the Commission's motions for
             preliminary injunction and for the appointment of a
             temporary receiver are set for May 4, 1998.

                  The Commission alleges that the defendants are engaged
             in an ongoing fraudulent offer and sale of securities in the
             form of undivided, working interests in oil and gas joint
             ventures issued by United Energy.  The Complaint also
             alleges that, from 1995 through the present, the defendants
             raised approximately $7.5 million from approximately 285
             investors located in at least 40 states, including the State
             of Texas.  It is further alleged that, in connection with
             the offer and sale of these securities, the defendants
             knowingly made false statements of material fact to
             investors, including: that investor funds would be used
             solely for the drilling of specific oil and gas wells; that
             United Energy and its employees had invested in the joint
             ventures on the same terms as investors; and that
             assignments reflecting the investors' ownership interest in
             the wells would be filed in the appropriate county within 30
             days of achieving production.  The Complaint also alleges
             that the defendants omitted to disclose material facts to
             investors, including: that half the money raised from
             investors would be transferred to United Energy's operating
             account to be spend at Quinn's discretion; that commissions
             of 10 - 15% of investment funds would be paid to
             salespersons; that Quinn and Tucker had received overriding
             royalty interests in certain wells at not cost; and that
             preferential treatment had been offered to some investors in
             certain joint ventures.

                  The commission charges the defendants with violations
             of  Section 17(a) of the Securities Act of 1933, and Section
             10(b) of the Securities Exchange Act of 1934 ("Exchange
             Act"), and Rule 10b-5 thereunder, and charges defendant
             Tucker with violations of Section 15(a) of the Exchange Act.
             The Commission also sought an accounting, disgorgement of
             all ill-gotten gains, including prejudgment interest, civil
             money penalties and the appointment of a receiver to
             conserve the assets of United Energy.