UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 17629 / July 24, 2002

   Securities and Exchange Commission v. Edward J. Smith and Robert W.
   Banning, Civil Action No. 02-1093-A (E.D. Va.)

             SEC CHARGES TWO VIRGINIA MEN WITH INSIDER TRADING

    Edward J. Smith and Robert W. Banning Charged With Securities Fraud

   The Securities and Exchange Commission today charged Edward J. Smith
   of Springfield, Virginia, and Robert W. Banning of Arlington,
   Virginia, with insider trading in advance of the public announcement
   on July 26, 1999, that Softworks, Inc., would post a loss of $0.02 per
   share for the second quarter of 1999. The SEC's complaint charges that
   by selling Softworks stock before the earnings announcement, the two
   men avoided losses totalling $67,141. In addition, the complaint
   charges that Smith sold Softworks stock short before the announcement
   and made a profit of $19,575.

   Simultaneous with the filing of the complaint, both men settled with
   the Commission. Without admitting or denying the allegations made by
   the Commission, Banning consented to the entry of an order enjoining
   him from violating Section 10(b) of the Securities Exchange Act of
   1934 and Rule 10b-5 thereunder. The order requires Banning to pay
   $60,507.17 in disgorgement and prejudgment interest, and pay a civil
   penalty of $48,500.31. Without admitting or denying the allegations
   made by the Commission, Smith consented to the entry of an order
   enjoining him from violating Section 10(b) of the Securities Exchange
   Act of 1934 and Rule 10b-5 promulgated thereunder. The order requires
   Smith to pay $38,215.63 in disgorgement, but waives payment and does
   not impose a civil penalty based on Smith's sworn representations
   regarding financial condition.

   The complaint alleges that Smith misappropriated confidential
   information regarding the second-quarter loss through his position or
   contacts as a security consultant for Softworks. According to the
   complaint, after misappropriating the information, Smith placed two
   calls to Banning, a close family friend who is an owner of car
   dealerships in Maryland. Within fifteen minutes after the calls,
   Banning called his broker and placed an order to sell all of his
   Softworks stock. The complaint alleges that by selling his shares
   before Softworks publicly announced its second-quarter loss, Banning
   unlawfully avoided a loss of approximately $48,500. The next day,
   Smith sold all of his shares of Softworks stock, unlawfully avoiding a
   loss of approximately $18,641. One day after his sale, Smith placed
   his first-ever trade on margin, selling Softworks stock short. Both