LITIGATION RELEASE NO. 16548 \ May 10, 2000

SECURITIES AND EXCHANGE COMMISSION v. JOHN WAYNE ZIDAR, JOHN WESLEY
MATTHEWS and ELIZABETH ANNE PHILLIPS, in their personal capacities and
doing business as OAKLEAF INTERNATIONAL, ROSEWOOD INTERNATIONAL and
MELIORATIONS MANAGEMENT TEEM, No. C00-823C (USDC W.D. Washington).

The Commission announced the filing of a civil action to halt an ongoing
fraudulent securities scheme that has raised at least $40 million from
investors nationwide. The Commission's complaint alleges that John Wayne
Zidar, of Gilbert, Arizona, John Wesley Matthews, of Chandler, Arizona,
and Elizabeth Anne Phillips, formerly of Ravensdale, Washington, head
the scheme, which is run under the names Oakleaf International, Rosewood
International and Meliorations Management Teem [sic]. Since 1998, Zidar,
Matthews and Phillips have allegedly offered investors the twin
objectives of capital preservation and 120% annual returns on their
investment without specifying the means by which these objectives would
be accomplished. In fact, they have allegedly used investor funds for
purposes that make it virtually impossible for them to deliver the
promised returns, including the purchase of houses and cars for
themselves, transfers of millions of dollars to offshore bank accounts
that they control and payments of 25 per cent commissions to
salespeople.

Through this scheme, Zidar, Matthews and Phillips allegedly violated
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. Zidar and
Phillips also allegedly violated Sections 5(a) and (c) of the Securities
Act of 1933. The Commission's action, filed in federal district court in
Seattle, seeks a temporary restraining order and preliminary and
permanent injunctions to prevent future violations by the defendants, a
freeze of their assets and other relief to recover investor funds. The
Commission's complaint also names Meliorations Management Teem, a Turks
and Caicos Islands trust, as a relief defendant to obtain any additional
investor funds possessed by the trust.

The Commission thanks the Office of the United States Attorney for the
Western District of Washington for assistance with this action.