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                SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.

Litigation Release No. 14854 / March 25, 1996

SECURITIES AND EXCHANGE COMMISSION v. MICHAEL G. SARGENT, ET AL.,
Civil Action No. 96-10609 (JLT) (D. Mass. March 25, 1996)

     The Securities and Exchange Commission ("Commission")
announced today the filing of a complaint in the United States
District Court for the District of Massachusetts against Michael
G. Sargent of Westford, Massachusetts, Dennis J. Shepard of
Lowell, Massachusetts, Robert J. Scharn of North Chelmsford,
Massachusetts, and Robert L. Baker of Wayland, Massachusetts, for
insider trading in connection with purchases of the securities of
Purolator Products Company ("Purolator").  The defendants'
purchases of Purolator securities occurred from September 12,
1994 through the trading day immediately preceding the October 3,
1994 announcement that Mark IV Industries, Inc. ("Mark IV")
intended to acquire Purolator.  Mark IV acquired Purolator by
means of a tender offer conducted through a Mark IV subsidiary.

     The complaint alleges that defendant Shepard obtained
material, nonpublic information about the negotiations between
Mark IV and Purolator from his business associate, who was a
Purolator director.  Shepard's business associate gave him the
information because the associate expected to be having
communications concerning the merger negotiations at the office
that he shared with Shepard, where he had little if any privacy. 
Shepard agreed to keep the information confidential and not to
trade.  His assurances to his associate notwithstanding, Shepard
later tipped defendant Sargent, his friend and dentist, about the
negotiations.  After obtaining this information from Shepard,
Sargent purchased 20,400 Purolator shares over the next three
weeks.  Sargent tipped defendant Scharn, who purchased 5,000
Purolator shares, and defendant Baker, Sargent's accountant, who
purchased 1,000 shares.  The complaint alleges that, after being
tipped, Sargent discussed Purolator with two additional persons,
who thereafter purchased a total of 800 Purolator shares.

     On the day of the Purolator/Mark IV announcement, the price
of Purolator common stock closed at $24.625, up $6.625 over the
previous trading day's close.  Collectively, Sargent and his
tippees purchased 27,200 Purolator shares and realized profits of
approximately $190,750.  As a result of the tipping and trading
alleged in the complaint, defendants Sargent, Shepard, Scharn and
Baker are alleged to have violated Sections 10(b) and 14(e) of
the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3
promulgated thereunder.





     In its complaint, the Commission requests that the Court: 
(1) enjoin Sargent, Shepard, Scharn and Baker from engaging in
future violations of the sections of the federal securities laws
and the Rules listed above; and (2) order Sargent, Scharn and
Baker to account for and disgorge all illegal profits resulting
from their own trading alleged therein and order Sargent and
Shepard to account for and disgorge all profits realized by
persons to whom they unlawfully communicated material, nonpublic
information, together with prejudgment interest thereon.

     The Commission acknowledges the assistance of the National
Association of Securities Dealers, Inc. in this matter.