UNITED STATES SECURITIES AND EXCHANGE COMMISSION

          LITIGATION RELEASE NO. 16028 / January 19, 1999

          SECURITIES AND EXCHANGE COMMISSION v. MICHAEL A. HUXLEY AND
          THORNE CASTLE LTD., No. Civ. F99-5045 AWI (USDC E.D.
          Calif./Fresno Division)

               The Commission announced today that it obtained a federal
          court order prohibiting the fraudulent sale of interests in an
          investment program allegedly collateralized by historical bonds,
          including bonds issued in the 19th century by now defunct
          railroads and allegedly backed by gold.  According to the
          Commission's complaint, the high yield investment program is
          fictitious and the bonds allegedly collateralizing investors'
          funds are worthless as investments, having value only as
          historical memorabilia.  The emergency restraining order, issued
          January 14, by Judge Anthony W. Ishii, prohibits Michael A.
          Huxley ("Huxley") of Fresno, California, and his offshore entity,
          Thorne Castle Ltd., from fraudulently offering these securities.
          Judge Ishii's order also freezes the assets of Huxley and Thorne
          Castle and requires them to provide an accounting of investor
          monies received, and to repatriate investor assets to the United
          States.

               The Commission's complaint alleges that the defendants
          violated the antifraud provisions of the federal securities laws,
          Section 17(a) of the Securities Act of 1933 and Section 10(b) of
          the Securities and Exchange Act of 1934 and Rule 10b-5
          thereunder, from at least January 1998 through April 1998 in
          offering and selling investments in a high yield trading program
          which, like prime bank programs, is fictitious.  Huxley and
          Thorne Castle raised approximately $7 million from more than 500
          investors nationwide.  According to the complaint, Zaccagnino and
          TTI sold interests in the trading program by falsely claiming
          that he would generate investment returns through the trading of
          mid-term notes between European Banks.  The Commission also
          alleged that Huxley falsely told investors that the trading
          program used as collateral historical railroad bonds issued in
          the late 1800s and that investors' interests were guraranteed.
          Judge Ishii's order also freezes the assets of two relief
          defendants, Financial Planning Concepts, an entity controlled by
          Huxley, and 89 Caliber, Inc. which received a total of more than
          $337,000 in investor proceeds from the fraud.

               This is the fifth civil injunctive action filed by the
          Commission's Central Regional Office to halt the fraudulent sales
          of historical bonds of United States railroads and of securities
          allegedly secured by those bonds.  SEC v. Daniel E. Schneider et
          al., Civ. No. 98-CV-14-D (D. Wyo.; preliminary injunction issued
          Feb. 13, 1998); SEC v. Albert E. Carter et al., No. 98CV-0440B
          (D. Utah; complaint filed June 18, 1998); SEC v. Gerald A.
          Dobbins et al., No. 98-229 (C.D. Cal.; preliminary injunction
          issued May 19, 1998); SEC v. Two-Thirds International, Inc., et.
          al., No. 98-1324-Civ. ORL-18A (USDC M.D. Fla./Orlando Division;
          preliminary injunction issued December 14).

               Various law enforcement agencies worked closely with the
          Commission in obtaining emergency relief in this matter.  The
          Commission wishes to thank, among others, the Bureau of the
          Public Debt of Department of Treasury, and the Division of
          Banking Supervision and Regulation of the Board of Governors of
          the Federal Reserve System for their assistance in this matter.