UNITED STATES SECURITIES AND EXCHANGE COMMISSION

          Litigation Release No. 15946 / October 26, 1998

          SECURITIES AND EXCHANGE COMMISSION V. MARK MAY, CRAIG A. HERL,
          USA FINANCIAL NETWORK, INC., S-CORP FINANCIAL, INC., BANCORP
          MORTGAGE, INC., BILTMORE DEVELOPMENT CORPORATION, and NETWORK
          FINANCE CORP., Defendants, and CYNTHIA R. MAY AND USA TRUST,
          Relief Defendants, United States District Court for the Southern
          District of Ohio, Civil Action No. c-3-98-468 (WHR).

               The Securities and Exchange Commission announced that it
          obtained a temporary restraining order (Order) against Mark May
          (May), Craig A. Herl (Herl), USA Financial Network, Inc. (USA
          Financial), S-Corp Financial, Inc. (S-Corp), Bancorp Mortgage,
          Inc. (Bancorp), Biltmore Development Corporation (Biltmore), and
          Network Finance Corp. (Network Finance).  The order enjoins these
          persons and entities from violations of Section 17(a) of the
          Securities Act of 1933 (Securities Act), Section 10(b) of the
          Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5
          thereunder.  The order also enjoins USA Financial from violations
          of Sections 206(1) and 206(2) of the Investment Advisers Act of
          1940 (Advisers Act) and May and Herl from aiding and abetting
          such violations.

               The Complaint alleges that from December 1994 to the
          present, May and Herl used two investment advisory businesses to
          offer and sell approximately $3.6 million in unsecured promissory
          notes to approximately 33 advisory clents.  The promissory notes
          were issued by corporations May and Herl controlled and operated
          and had little or no net worth.  According to the Complaint, May
          and Herl recommended that the clients, many of whom earned modest
          incomes, had low net worths, and had conservative investment
          objectives, use money from their home equity loans or their self-
          directed IRAs to purchase the promissory notes.  The Complaint
          also alleges that May and Herl told the investors that their
          money would be used to fund the issuing corporation's business
          when, in fact, May and Herl routinely used investor funds to
          cover cash flow shortages in affiliated corporations, to make
          interest payments to prior promissory note investors, and to
          divert approximately $500,000 to themselves and to May's wife,
          Cynthia May.

               The Order also freezes the assets of defendants May, Herl,
          S-Corp and Network Finance and the assets of relief defendants
          Cynthia May and USA Trust, freezes $50,000 in USA Financial's
          bank account, prohibits USA Financial, Bancorp and Biltmore from
          transferring assets to May, Herl, S-Corp, Network Finance,
          Cynthia May or USA Trust, a relief defendant, prohibits the
          defendants and relief defendants from destroying any documents,
          requires the defendants and relief defendants to produce any
          books and records relating to the offer and sale of promissory
          notes and any of their businesses, and requires the defendants
          and relief defendants to provide an accounting of all funds
          received from investors.