SECURITIES AND EXCHANGE COMMISSION 

     LITIGATION RELEASE NO. 15380 \ June 2, 1997 

     ACCOUNTING AND AUDITING ENFORCEMENT
     RELEASE NO.  920 \ June 2, 1997

     Securities and Exchange Commission v. PanWorld Minerals International,
     Inc., Robert G. Weeks, Kenneth L. Weeks, David A. Hesterman, Larry Krasny,
     L.K. Management, Inc., Joseph Fabiilli, Puritan Communications, Inc.,
     Jerome Wenger, and Randall Gilbert, (D. Utah, Civil No. 2:97 CV 0425B).

        The Securities and Exchange Commission today announced the filing of a
     Complaint in the United States District Court for the District of Utah
     seeking permanent injunctions against PanWorld Minerals International,
     Inc., Robert G. Weeks, Kenneth L. Weeks, David A. Hesterman, all located in
     the Salt Lake City, Utah, Larry Krasny and L.K. Management, Inc., located
     in Los Angeles, California, Joseph Fabiilli and Puritan Communications,
     Inc., located in New York, New York, Jerome Wenger of Bethesda, Maryland,
     and Randall Gilbert of Evans, Georgia, who allegedly violated the federal
     securities laws by engaging in a massive fraud in connection with the sale
     of the securities of PanWorld.

          The Commission's complaint alleges that from 1989 through 1995,
     PanWorld, its chief executive officer, Robert Weeks, its control persons,
     Ken Weeks and Hesterman, and other persons acting in concert with them
     violated the anti-fraud and registration provisions of the federal
     securities laws.  These defendants prepared false quarterly and annual
     reports which were filed with the Commission, and promotional materials
     which were distributed to investors and brokerage firms that fraudulently
     inflated the value of PanWorld's mineral properties, misrepresented the
     status of PanWorld's business operations, its skill, experience and
     expertise in mining, and projected huge revenues and earnings per share,
     among other things.  At the time they were making these false statements,
     which were designed to give the impression that PanWorld was an active,
     viable company with profitable business operations, defendants Robert
     Weeks, Ken Weeks, and Hesterman solicited a network of "consultants" to
     fraudulently tout PanWorld stock, and working together they manipulated the
     market price of PanWorld's common stock and sold PanWorld stock into the
     market.  

          Defendants L.K. Management Co., Inc., controlled by Larry Krasny,
     Puritan Communications, Inc., controlled by Joseph Fabiilli, and Jerome
     Wenger, participated as consultants to PanWorld in the fraudulent scheme to
     create market demand for PanWorld stock.  While fraudulently touting and
     soliciting investors to buy PanWorld stock, these consultants did not
     disclose that they (1) received millions of shares of stock from PanWorld
     for their promotional efforts and (2) were personally selling PanWorld
     stock at the same time that they were recommending the

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     stock and soliciting public investors to purchase it.  Further, Puritan,
     and Fabiilli, also engaged in a manipulation of PanWorld 
     stock in the market by various means, including wash trades.  Defendant
     Randall Gilbert engaged in a manipulation of the price of PanWorld's stock
     by buying shares and holding them off the market to reduce the supply of
     stock and by other means.

          Between 1989 and 1995 as a result of this fraudulent conditioning of
     the market for PanWorld stock, various defendants engaged in a massive
     distribution of unregistered stock and collectively sold hundreds of
     millions of shares of PanWorld stock to public investors.  A portion of the
     proceeds of these sales were used to secretly fund the business operations
     of PanWorld.  The number of shares of common stock of PanWorld increased
     from 2,686,236 shares to 491,283,026 shares between 1989 and 1995.  While
     some of the shares sold were registered with the Commission pursuant to
     Form S-8 and Regulation S, many of the stock sales were not properly
     registered for public sale.
      
          While fraudulently touting PanWorld stock and manipulating its market
     price, Robert Weeks, Ken Weeks, Hesterman and their nominees sold PanWorld
     stock to unsuspecting public investors, collectively realizing proceeds of
     at least $6.4 million, and Larry Krasny, L.K. Management, Joseph Fabiilli,
     Puritan Communications, and Jerome Wenger sold PanWorld stock collectively
     realizing proceeds of at least $3 million.  During the course of the
     investigation which preceded the filing of the complaint, the Commission
     received substantial assistance from the British Columbia Securities
     Commission located in Vancouver, British Columbia, Canada.

          By engaging in this conduct, defendants Robert Weeks, David Hesterman,
     Ken Weeks, Larry Krasny, L.K. Management, Joseph Fabiilli and Jerome Wenger
     violated the securities registration provisions of Section 5(a) and (c) of
     the Securities Act of 1933, the anti-fraud provisions of Section 17(a) of
     the Securities Act and Section 10(b) of the Securities Exchange Act of 1934
     and Rule 10b-5.  PanWorld and Randall Gilbert also violated the anti-fraud
     provisions.  Additionally, Larry Krasny, L.K. Management, Joseph Fabiilli
     and Jerome Wenger violated the anti-touting provisions of Section 17(b) of
     the Securities Act, and the brokerage firm registration provisions of
     Section 15(a)(1) of the Exchange Act.  PanWorld, Robert Weeks, and
     Hesterman also violated the record-keeping provisions of Sections 13(a) and
     15(d) of the Exchange Act and various rules on record keeping.

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