==========================================START OF PAGE 1====== SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 14829 / February 27, 1996 SECURITIES AND EXCHANGE COMMISSION v. RICHARD G. MARCUS AND CARL M. YOUNGMAN (United States District Court for the District of Massachusetts, C.A. No. C-96-10382-JLT) The Securities and Exchange Commission today announced that it filed in the United States District Court for the District of Massachusetts an action against Richard G. Marcus ("Marcus") and Carl M. Youngman ("Youngman"), alleging that they violated the federal securities laws' prohibitions against illegal insider trading. The Commission's complaint alleges that Youngman purchased securities of American Biltrite Inc. ("ABL") while in possession of the material non-public information that ABL intended to enter into a joint venture agreement with Hillside Industries, Inc.'s ("Hillside") Congoleum Corporation ("Congoleum"). The complaint also alleges that Marcus tipped Youngman the material non-public information about the joint venture. Defendants are charged with violating Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 thereunder. Both Marcus and Youngman have consented, without admitting or denying the allegations in the complaint, to the entry of Final Judgments of Permanent Injunction. During the period from approximately June 1992 through December 3, 1992, Marcus was the president, chief operating officer and a member of the board of directors of ABL. Youngman was a personal friend of Marcus. As part of his duties as president and chief operating officer, Marcus negotiated with Hillside and Congoleum regarding the proposed joint venture transaction between ABL and Congoleum. On December 1, 1992, after learning of the proposed joint venture transaction from Marcus, Youngman purchased 1,500 shares of ABL stock. On December 3, 1992, ABL publicly announced its intention to enter into the joint venture agreement with Congoleum. The announcement caused the price of ABL's stock to increase four points, or approximately 25%. Youngman realized approximately $9,000 in ill-gotten gains. Marcus and Youngman consented to the entry of Final Judgments of Permanent Injunction against them, restraining and enjoining them from committing further violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; ordering Youngman to disgorge his illegal trading profits, plus prejudgment interest thereon; and imposing penalties on both Youngman and Marcus.