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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 14776 / January 4, 1996 
Accounting and Auditing Enforcement Release No. 750

SECURITIES AND EXCHANGE COMMISSION v. RONALD A. ROMITO, United
States District Court for the Northern District of California,
Civil Action No. 95 20857 (EAI) (December 19, 1995).

     The Securities and Exchange Commission today announced the
filing of a complaint with the United States District Court for
the Northern District of California against Ronald A. Romito,
former Chief Accounting Officer of California Micro Devices
Corporation ("Cal Micro").

     The Commission's complaint sets forth a series of violations
by Romito of the antifraud, periodic reporting, books and
records, and internal accounting controls provisions of federal
securities laws.  The Commission's complaint alleges that during
Cal Micro's fiscal year ended June 30, 1994, Romito, together
with other officers and employees of the Company, fraudulently
inflated Cal Micro's reported revenue by, among other things,
knowingly recognizing revenue on certain product that had not
been shipped or, in some cases, even manufactured, in violation
of Generally Accepted Accounting Principles ("GAAP").  In order
to conceal the improper revenue recognition, Romito and others
falsified the Company's books and records, overrode the Company's
internal accounting controls and misled its outside auditors.  As
a result of the fraud, Cal Micro's quarterly reports on Forms 10-
Q for at least the periods ended December 31, 1993 and March 31,
1994, and its annual report on Form 10-K for the year ended June
30, 1994, were materially false and misleading.

     The complaint also alleges that Romito engaged in illegal
insider trading by selling Cal Micro stock while in possession of
material non-public information.  The Commission alleges that
Romito sold his entire holdings of 7,500 shares of Cal Micro
stock during May 1994 knowing that material amounts of Cal
Micro's reported revenue for the second and third fiscal quarters
did not qualify for revenue recognition under GAAP, that the
Company's books and records were materially inaccurate, that the
Company's internal accounting controls were being overridden, and
that the Company was planning to write-off a large portion of its
false revenue in the fourth quarter ended June 30, 1994.  Romito
avoided losses of $86,000 as a result of his sales.  

     As a result of a series of press releases from August 4,
1994 through January 10, 1995 describing the fraud and its impact
on the Company's financial results, the price of Cal Micro's
common shares dropped from $22 to $3.88 per share.  The Company
restated its results for fiscal year 1994 on February 6, 1995,
restating product revenue from $38.3 million to $22.4 million.

     Romito has consented, without admitting or denying the 
allegations of the complaint, to the entry of an order: (1)
enjoining him from future violations of Section 17(a) of the
Securities Act of 1933 and Sections 10(b), 13(a), 13(b)(2)(A),
13(b)(2)(B) and 13(b)(5) of the Securities Exchange Act of 1934
and Rules 10b-5, 12b-20, 13a-1, 13a-13, 13b2-1 and 13b2-2
thereunder; (2) requiring him to disgorge $86,000, plus
prejudgment interest of $8,552, which represents losses avoided
by his sales of Cal Micro stock; (3) imposing a one-time civil
penalty of $86,000 pursuant to the Insider Trading and Securities
Fraud Enforcement Act of 1988, but not assessing a portion of the

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penalty due to his demonstrated inability to pay; and (4)
prohibiting him from serving as an officer or director of any
public company.  In addition, Romito has consented to the entry
of an order in a separate administrative proceeding which will
prohibit him from practicing as an accountant before the
Commission.