SECURITIES AND EXCHANGE COMMISSION
     Washington, D. C.


     Litigation Release No. 15660 / March 5, 1998

     SEC v. THE BETTER LIFE CLUB OF AMERICA, INC., and ROBERT N. TAYLOR,
     Defendants, and WILKINS MCNAIR, JR., CPA, AS TRUSTEE, and ELIZABETH LAWSON,
     Relief Defendants, United States District Court for the District of
     Columbia, Civ. No. 95-1679 (TFH)

     On February 27, 1998, Judge Thomas F. Hogan of the United States District
     Court for the District of Columbia issued a decision granting the
     Commission s motion for summary judgment on all of its claims against the
     defendants, Robert N. Taylor and the Better Life Club of America, Inc., and
     the relief defendants, Wilkins McNair, Jr., CPA, as Trustee, and Elizabeth
     Lawson.

     Judge Hogan held that Taylor and his Washington, D.C.-based Better Life
     Club engaged in securities fraud and the unlawful sale of unregistered
     securities by perpetrating a massive Ponzi scheme called the Better Life
     Club  Advertising Pool,  in which numerous middle- and working-class
     investors across the country lost more than $25.8 million.  The court
     entered a permanent injunction against Taylor and the Better Life Club and
     ordered them to pay approximately $25.8 million in disgorgement and
     restitution, plus prejudgment interest,  to the court-appointed Receiver,
     Michael J. Missal, for distribution to the defrauded investors.  The assets
     to be disgorged include approximately $2.5 million of Better Life Club
     funds frozen at the outset of the case and a house in Fort Washington,
     Maryland, and at least three automobiles that Taylor purchased with Better
     Life Club investor funds.

     In his 34-page decision, Judge Hogan found that Taylor raised more than
     $45 million from investors in the  Advertising Pool  between January 1,
     1993, and August 31, 1995, promising to double each investor s money in
     either 60 or 90 days.  Through the Better Life Club s so-called  wealth
     building  seminars, publications, fliers, letters, and other promotional
     efforts, the investors were told that their funds would be used to
      advertise Better Life Club 900-lines and to promote other profit-making
     business activities.   The court found, however, that almost all of the
     funds that were coming into Better Life Club accounts were made up of new
     investments, not of profits from Club activities.  None of the Club s
      profit making  ventures ever managed to turn a profit.  Judge Hogan noted
     that even the defendants admitted that the vaunted  900-number  services
     failed to generate any income.  When the SEC filed the action and obtained
     a freeze of the defendants  assets on September 1, 1995, the Club had
     investor obligations in excess of $51.6 million coming due in the next
     ninety days, yet had only $2.7 million in the bank.  It was thus apparent,
     Judge Hogan concluded, that Taylor s  grand pyramid scheme  was  teetering
     on the verge of collapse when [the Commission] stepped in to end the
     masquerade. 


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     The court also found that Taylor had received substantial sums of money
     from at least 27 Better Life Club bank accounts during his two and a half
     years at the Club s helm.  According to a report filed by Mr. Missal,
     Taylor received in excess of $800,000, and perhaps as much as $1.2 million;
     Judge Hogan noted that the net amount of Taylor s withdrawals may in fact
     have been even higher.  Besides withdrawing cash, Taylor used investor
     funds to finance the purchase of a house in Fort Washington, Maryland,
     build a 40-foot swimming pool, buy at least three automobiles, and create
     trusts holding $120,000 for his two sons.

     In granting summary judgment, Judge Hogan found that the Commission had
     submitted evidence establishing that there is no genuine dispute concerning
     any fact material to its claims.  The court held that Taylor and the Club
     violated Section 10(b) of the Securities Exchange Act of 1934, Commission
     Rule 10b-5, and Section 17(a) of the Securities Act of 1933, which prohibit
     material misrepresentations in connection with the offer or sale of
     securities.  Holding that investments in the  Advertising Pool  constitute
     investment contracts, a type of security, Judge Hogan found that the
     defendants  never revealed to potential investors that the Advertising Pool
     was nothing more than a pyramid scheme; thus, the entire solicitation
     process was itself a broad misrepresentation on the grandest scale.   In
     addition, because the defendants never registered the  Advertising Pool 
     with the Commission, the court also found that the defendants had engaged
     in the sale of unregistered securities in violation of Section 5 of the
     Securities Act of 1933.

     Judge Hogan also granted summary judgment on the Commission s claims
     against Taylor s accountant, Wilkins McNair, Jr., and Taylor s former
     living companion, Elizabeth Lawson, ordering them to disgorge fraudulently
     obtained investor funds and other assets that Taylor gratuitously gave to
     them.  In particular, McNair was ordered to pay $120,000, plus prejudgment
     interest, that Taylor gave to him as trustee for Taylor s two sons.  Judge
     Hogan found that McNair took the money in exchange for worthless shares of
     stock in a failing mortgage company founded and owned by McNair himself. 
     Lawson was ordered to turn over her interest in the Fort Washington house
     that she owns jointly with Taylor (less the amounts of mortgage payments
     she has made); a $50,000  loan  and $8,000  consulting fee  that Taylor
     paid to a business owned by Lawson; a 1992 Jaguar XJ6 (less a credit for
     her contribution to the purchase price); and a $7,500 cashier s check. 
     Taylor gave the  loan,   consulting fee,  and Jaguar to Lawson shortly
     after he learned that he was under investigation by the Commission in the
     summer of 1995.

     At the conclusion of his opinion, Judge Hogan observed:

      The net effect of defendants  fraud is that hundreds of middle-class,
     small-scale investors are left holding losses that exceed $25 million. 
     Defendants are liable to pay that full amount in restitution to the
     defrauded investors, and the relief defendants must disgorge the money and
     gifts that they received.  Even with such disgorgement and liability,
     however, it is uncertain that the investors will ever recoup the full
     amount of their economic losses, much less regain the trust and peace of
     mind that defendants have so callously stolen from them. 

     Taylor, age 48, is currently serving a 41-month sentence in a federal

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     correctional institution in Petersburg, Virginia.  See SEC Litig. Rel. No.
     15277 (Mar. 7, 1997).  In July 1996, he pled guilty to one count of wire
     fraud and one count of criminal contempt based on his hundreds of
     violations of the asset freeze order entered by Judge Hogan to preserve the
     investors  funds pending the outcome of the Commission s case.  See SEC
     Litig. Rel. No. 14988 (July 23, 1996).  McNair, 40, an accountant in
     Baltimore, Maryland, was previously held in civil contempt of the court s
     asset-freeze order and ordered to disgorge $380,455 in prepaid, unearned
     fees he received from Taylor.  See SEC Litig. Rel. No. 14914 (May 21,
     1996).  Lawson, 44, resides in Fort Washington, Maryland.














































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