SECURITIES AND EXCHANGE COMMISSION

     Litigation Release No. 15601 / December 23, 1997

     Securities and Exchange Commission v. Capital Acquisitions, Inc., The
     Somerset Group, Inc., Wayne Notwell and Clealon Mann Civil Action No.
     2:97CV-0977S (USDC UT.) 

          On December 23, 1997, the U.S. Securities and Exchange Commission (the
     "Commission") obtained a temporary restraining order, including an asset
     freeze, from the United States District Court for the District of Utah to
     halt a $20 million Ponzi scheme.  Named as defendants in the Commission's
     complaint, filed December 19, are Capital Acquisitions, Inc. ("Capital"),
     The Somerset Group, Inc. ("Somerset"), Wayne Notwell ("Notwell") and
     Clealon Mann ("Mann"), all of Salt Lake City, Utah.  

          Capital, headed by Notwell, has raised funds from investors since 1996
     with the avowed purpose of conducting oil and gas drilling operations in
     Kansas and California.  Capital has raised approximately $20 million from
     at least 600 investors nationwide through sales of three-year notes
     offering an annual "guaranteed" return of 20%.  Investors were solicited
     through a network of sales agents directed by Mann and Somerset.  At least
     one of those agents posted the offering on the Internet which led to its
     detection by the Commission's Internet Surveillance Program.
       
          The Commission alleges that the defendants have defrauded investors by
     conducting a Ponzi scheme, with the source of the promised interest
     payments being funds received from the ongoing sale of Capital's notes. 
     While Capital claims to be operating numerous oil wells in Kansas and
     California, it has failed to disclose that the income from the wells is
     insufficient to pay the promised returns, which instead are being paid from
     monies received from new investors.
       
          The Commission further alleges that the offering materials used in the
     sales of Capital's notes fail to disclose other important information.  For
     example, nothing is said about the excessive commissions, approximately 46%
     of the amount raised, being paid to the sales agents.  Nor is there any
     disclosure that New England International Surety, Inc., a Panamanian
     company which is the purported guarantor on the notes, is to receive 20% of
     the amount raised.  Further, the materials fail to mention that Capital,
     the issuer of the notes, has no control over investor funds.  Instead, the
     funds are being pooled in a single account controlled by Mann, who
     disburses monthly interest payments to investors and commission payments to
     sales agents, and pays expenses associated with Capital's business
     operations.  Finally, the materials fail to disclose that Capital, Mann and
     Somerset were previously ordered by the State of Kansas to cease and desist
     from offering investments in oil and gas ventures.

          The Commission's complaint charges that the defendants have violated
     the antifraud provisions of the federal securities laws -- Section 17(a) of
     the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act
     of 1934 and Rule 10b-5 thereunder -- as well as the registration provisions

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     of the same laws -- Sections 5(a) and 5(c) of the Securities Act.  

          Investors are advised to read the SEC's "Cyberspace" Alert before
     purchasing any investment promoted on the Internet.  The free publication,
     which alerts investors to the telltale signs of online investment fraud, is
     available on the Investor Assistance and Complaints link of the SEC's Home
     page on the World Wide Web <www.sec.gov>. It can also be obtained by
     calling 800-SEC-0330.

          Investors are encouraged to report suspicious Internet offerings (or
     other suspicious offerings) via e-mail to <enforcement@sec.gov>.  A user-
     friendly form to assist you in making a report is available at the
     Enforcement Complaint Center on the Enforcement Division link of the SEC
     Home Page.  Investors can also mail a report to the SEC's Enforcement
     Complaint Center, Mail Stop 8-4, 450 Fifth Street, Washington, D.C. 20549. 






































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