UNITED STATES SECURITIES AND EXCHANGE COMMISSION

   SECURITIES ACT OF 1933
   Release No. 7903 / September 27, 2000

   SECURITIES EXCHANGE ACT OF 1934
   Release No. 43366 / September 27, 2000

   ACCOUNTING AND AUDITING ENFORCEMENT
   Release No. 1319 / September 27, 2000

   ADMINISTRATIVE PROCEEDING
   File No. 3-10317

   ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST ISAAC HAGER TO DETERMINE
   WHETHER HE CAUSED VIOLATIONS OF THE ANTIFRAUD PROVISIONS OF THE
   FEDERAL SECURITIES LAWS

   On September 27, 2000, the Securities and Exchange Commission
   instituted public administrative proceedings pursuant to Section 8A of
   the Securities Act of 1933 ("Securities Act") and Section 21C of the
   Securities Exchange Act of 1934 ("Exchange Act") against Isaac Hager
   ("Hager"), a former officer and director of Power Phone, Inc. ("Power
   Phone"), to determine whether Hager caused violations of Section 17(a)
   of the Securities Act and Section 10(b) of the Exchange Act and Rule
   10b-5 promulgated thereunder. The Division of Enforcement alleges that
   the senior management of Power Phone orchestrated a fraudulent scheme
   to falsify and inflate the company's financial condition in filings
   with the Commission. Power Phone accomplished the fraudulent scheme by
   claiming in filings with the Commission to own two assets, consisting
   of software and artwork, even though Power Phone did not own either
   asset. These two assets, which comprised ninety-five percent of Power
   Phone's total assets, were falsely valued at $4 million in Power
   Phone's audited financial statements for the fiscal year ended June
   30, 1995. Power Phone included those false financial statements in an
   Annual Report on Form 10-K that was filed with the Commission in 1995,
   and a Form 10 registration statement that was filed with the
   Commission in 1996. The Division alleges that as an officer and
   director of Power Phone, Hager signed and reviewed Power Phone's
   annual report and registration statement with knowledge that these
   documents would be filed with the Commission. Although Hager, one of
   only three officers of Power Phone, had never seen the ASAP software
   or the artwork, he failed to take any steps either to verify the
   existence of the assets or assure himself of the value of the assets
   which comprised ninety-five percent of Power Phone's balance sheet.
   Based on these facts, the Commission instituted public administrative
   proceedings to determine whether Hager caused violations of Section
   17(a) of the Securities Act and Section 10(b) of the Exchange Act and