SECURITIES AND EXCHANGE COMMISSION
                                   Washington, D.C.

     Litigation Release No. 15654 / February 26, 1998

     SECURITIES AND EXCHANGE COMMISSION v. Michael R. Milken and MC Group, 98
     Civ. 1398 (S.D.N.Y. filed Feb. 26, 1
                                        1998)

          The Securities and Exchange Commission today filed a complaint in the
     United States District Court for the Southern District of New York against
     Michael R. Milken and MC Group alleging that Milken violated the 1991
     Commission order barring him from associating with a securities broker; MC
     Group violated the broker-dealer registration provisions of the federal
     securities laws; and Milken was responsible for MC Group's violations.  The
     complaint alleges that MC Group, through Milken and others, introduced
     companies, suggested business arrangements between them, participated in
     negotiations regarding the structure of such transactions and securities
     issued in connection with these transactions, and received transaction-
     based compensation in the amount of $42 million.  Milken and MC Group have
     consented to settle the action, without admitting or denying the
     allegations, and they have agreed to pay disgorgement of $42 million and
     prejudgment interest of $5 million.

          More specifically, the Commission's complaint alleges that

          *  Milken established, owns, and controls MC Group;

          *  through Milken and others, MC Group acted as a broker in connection
          with two transactions, including a transaction between MCI
          Communications Corporation and The News Corporation Limited pursuant
          to which MCI would invest $1 billion, and potentially up to $2
          billion, in News Corp.;

          *  in connection with these two transactions, MC Group, through Milken
          and others, introduced companies, proposed business arrangements that
          involved the purchase, sale, or exchange of securities, and
          participated in negotiations regarding the structure of the
          transactions and securities to be issued in connection with those
          transactions; and

          *  MC Group and Milken received transaction-based compensation of $42
          million for these services.

     As a result of this conduct, the Commission alleges that

          *  Milken violated the March 11, 1991 Commission order permanently
          barring him from associating with a securities broker;

          *  MC Group violated section 15(a) of the Securities Exchange Act of
          1934 by failing to register as a broker as required by section 15(b)
          of the Exchange Act; and

          *  Milken is liable for MC Group's violations of section 15(a) of the







          Exchange Act because he directly and indirectly controlled MC Group
          and was a controlling person of MC Group within the meaning of section
          20(a) of the Exchange Act.

          Without admitting or denying the Commission allegations concerning
     their activities described in the complaint, Milken and MC Group consented
     to the entry of final judgments.  The final judgment against Milken
     commands him to comply with the March 11, 1991 order and permanently
     enjoins him from directly or indirectly violating section 15(a) of the
     Exchange Act.  The final judgment against MC Group permanently enjoins it
     from directly or indirectly violating section 15(a) of the Exchange Act. 
     The final judgments also order Milken and MC Group jointly and severally to
     disgorge $42 million plus prejudgment interest of $5 million.


          See Securities Exchange Act of 1934 Release No. 28,951 (Mar. 11,
     1991); Litigation Release No. 11,859 (Sept. 7, 1988); Litigation Release
     No. 12,454 (Apr. 24, 1990).



































                              ======END OF PAGE 2======