UNITED STATES SECURITIES AND EXCHANGE COMMISSION


       Litigation Release No.   15993 / December 4, 1998

       SECURITIES AND EXCHANGE COMMISSION v. THE BROWNSTONE GROUP, et
       al., U.S.D.C., S.D.N.Y.

           The Securities and Exchange Commission ("Commission")
       announced that it filed a complaint on December 3, 1998, in
       the United States District Court, Southern District of New
       York, against The Brownstone Group a/k/a Brownstone
       Holdings, Inc., ("Brownstone Holdings"), Brownstone Capital
       Corp.("Brownstone Capital"), Blackstone Entertainment Group
       and Gregory G. Cooper ("Cooper").  In its Complaint the
       Commission alleges, among other things, that defendants are
       engaging in fraudulent sales of Brownstone Holdings and
       engaged in fraudulent sales of Blackstone Entertainment
       stock, and are misusing the proceeds of those sales for
       personal expenses and other improper purposes, including for
       payments to and on behalf of Selene Alverio and Blackstone
       Unisex, the relief defendants.

           The Commission in its application asks the court to
       temporarily and preliminarily enjoin the defendants from
       committing the violations alleged in the Complaint, freeze
       the defendants' and the relief defendants' assets, direct
       each of the defendants and relief defendants to provide an
       accounting, appoint a temporary receiver for the corporate
       defendants, permit expedited discovery and prohibit the
       destruction of documents.

           The defendants named in the Complaint filed today in the
       United States District Court for the Southern District of
       New York, are:

       Brownstone Group a/k/a Brownstone Holdings, Inc., a Nevada
       corporation headquartered in New York City;

       Brownstone Capital Corp., an Illinois corporation
       headquartered in New York City which has been registered
       with the Commission as a broker-dealer pursuant to Section
       15(b) of the Securities Exchange Act of 1934 ("Exchange
       Act"), since 1983;

       Blackstone Entertainment Group, a Delaware corporation; and

       Gregory G. Cooper, 31 years old, who lives in Yonkers, New
       York and is the Chairman of each of the three Defendant
       companies.


           Named as relief defendants are:

       Blackstone Unisex, a beauty salon in Bronx, New York that is
       a d/b/a name registered to Cooper; and

       Selene Alverio, Cooper's purported live-in girlfriend.

           The Complaint and the Commission's other filings in
       support of the emergency relief allege as follows:
       Brownstone Capital and Cooper are currently engaging in a
       fraudulent solicitation of investors by selling them shares
       in a purported private placement offering for Brownstone
       Holdings.  Earlier private placement solicitations, for
       Brownstone Holdings and for Blackstone Entertainment,
       commencing in March and October 1997, respectively, were
       fraudulent as well.

           In each offering, a material portion of the proceeds of
       the solicitations have not been used as represented in the
       private placement memoranda.  Instead of using the proceeds
       raised from the three private placement offerings to develop
       the businesses of Brownstone Capital and Blackstone
       Entertainment, a substantial portion of the proceeds raised
       have been used to fund other of Cooper's businesses or his
       personal living expenses.  Some of these proceeds were paid
       on behalf of Blackstone Unisex, a hair salon controlled by
       Cooper, and to and on behalf of Selene Alverio, his
       girlfriend.  Based upon a review of the bank records, it
       appears that approximately $195,000 of the proceeds were
       used to pay personal expenses, there were an additional
       approximately $150,000 in automatic teller machine
       withdrawals or debit card purchases, and approximately
       $55,000 was paid on behalf of Blackstone Unisex.  Cooper
       directed registered representatives at Brownstone Capital to
       solicit investors to purchase Brownstone Holdings and
       Blackstone Entertainment stock.  Certain of these registered
       representatives told investors that the stock of the
       companies being sold through the private placements would
       soon go public and would double or triple in value in a
       short period of time when they knew or were reckless in not
       knowing that these representations were untrue.

           In addition to the interim relief requested, the
       Complaint seeks a permanent injunction against defendants
       from violating the antifraud provisions in Sections 17(a) of
       the Securities Act of 1933 ("Securities Act") and Section
       10(b) of the Exchange Act and Rule 10b-5 thereunder; against
       Brownstone Holdings and Brownstone Capital from violating
       the registration provisions of Section 5(a) and 5(c) of the
       Securities Act; and against Brownstone Capital, along with
       Cooper and Brownstone Holdings as control persons, from
       violating the antifraud and books and records provisions
       applicable to broker-dealers, Sections 15(c), 17(a) and
       17(b) of the Exchange Act, and Rules 10b-3, 15c1-2, 15c1-5
       and 17a-4(j) thereunder.  The Complaint also seeks to bar
       Gregory Cooper from acting as an officer or director of any
       issuer that has a class of securities registered under
       Section 12 of the Exchange Act.  Finally, the Complaint
       seeks a final judgment ordering defendants and relief
       defendants to disgorge their ill-gotten gains, together with
       all prejudgment interest, and ordering defendants to pay
       civil money penalties.

           The litigation is pending.