IN THE UNITED STATES DISTRICT COURT

                     FOR THE DISTRICT OF UTAH

                        CENTRAL DIVISION

UNITED STATES OF AMERICA,            Case No.  CR86-168

                Plaintiff,           

      vs.                           
                                    
CHARLES WILLIAM GOFF, SR.,                
CHARLES WILLIAM GOFF, JR.,   
and AMERICAN RESEARCH AND 
DEVELOPMENT COMPANY, INC.,

     Defendants.


                 BEFORE THE HONORABLE DAVID SAM

                          July 6, 1990

                            8:00 a.m.

                                   ALPHA
Reported By                        Court Reporting Service
Karen Murakami, CSR, RPR           P.O. Box 510047
File No:                           Salt Lake City, Utah 84151-0047
7-6-90K                            (801) 532-5645

[new page]

Appearances of Counsel:

For the Plaintiff:

BRUCE C. LUBECK
Assistant U.S. Attorney
Suite 476
350 South Main Street
Salt Lake City, Utah 84101


For the Defendants:

MAX D. WHEELER
Attorney at Law
11th Floor
10 Exchange Place
Salt Lake City, Utah 84111

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      SALT LAKE CITY, UTAH, FRIDAY, JULY 6, 1990, 8:00 A.M.

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     THE COURT: There being no legal reason why judgment should not
be imposed at this time, the Court having read and considered the
matters that have been provided for the Court's consideration, the
Court finds now that there is a proper basis for the Court to
accept the plea agreement that has been entered into between the
United States and Mr. Charles William Goff, Jr., and Charles
William Goff, Sr.

     The Court thereby and therefore will embody in the judgment
and sentence the disposition provided for in the plea agreement
pursuant to Rule 11(e)(3) of the Federal Rules of Criminal
Procedure, which, Counsel, my understanding is the pleas will be
held in abeyance for 18 months after which time if the defendants
perform pursuant to the imposition of probation which the Court
intends to impose upon the Defendants, that Counsel may make an
appropriate motion for withdrawal of those pleas at that time. Have
I accurately stated that, Counsel?

     MR. WHEELER: Yes.

     THE COURT: Mr. Lubeck?

     MR. LUBECK: Yes, Judge.

     THE COURT: All right. Very well. There being no legal reason,
as I stated, why judgment should not be

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pronounced in the case of Mr. Charles William Goff, Sr., it will be
the order and judgment of the Court that he be placed  on probation
for a period of two years pursuant to Title 18 United States Code,
Section 3651.

     And having reviewed all the information provided to me by the
United States Probation Department, the Court finds the financial
situation of Mr. Charles William Goff, Sr., as such that it would
not be appropriate to impose a fine. However, in lieu of the fine,
it is ordered that Mr. Goff perform 200 hours of community service
and the arrangements for that to be made with the United States
Probation Department. I will also order that he pay the victim
assessment fee in the sum of $50.

     With respect to Charles William Goff, Jr., it is the order of
the Court that he be placed on probation for a period of two years 
pursuant to Title 18 United States Code, Section 3651.

     And also having reviewed the financial situation of Mr.
Charles William Goff, Jr., the Court finds that his situation is
such that it is not appropriate to impose a fine. I will also in
his case in lieu of a fine require that he perform 200 hours of
community service, arrangements for that to be made with the United
States Probation Department, and that he also pay a $50 victim
assessment fee.

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     In the case of American Research and Development Company, the
Court finds that there are no assets, therefore a fine will not be
imposed. The Court will require that there be a special assessment,
victim assessment fee of $200, which is required in the case of a
defendant other than an individual who is convicted of a felony
pursuant to 18 USC 3013(a)(2)(B), and that this assessment fee be
paid within 30 days.

     Now, as conditions of probation, of course, It is required,
the standard conditions of probation, and one of those being that
there not be any violation of any local, state or federal law.

     Counsel, if the terms and conditions of probation are met, the
Court will then give consideration to the motion which I
understand, Counsel, you will make in 18 months.

     MR. WHEELER: Yes, Your Honor. What I would say, if I could
bring it up, in connection with the Goffs' attempts to earn a
living, as they are traveling quite a bit, could we have a
statement that they may travel?

     THE COURT: Yes, I have no problem with that.

     Mr. Lubeck, do you have any problem with that?

     MR. LUBECK: No, Judge.

     THE COURT: They may travel. And that will not be in violation
of the probation order.

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     MR. WHEELER: Thank you, very much.

     THE COURT: Very well.

     Well, the best to you, Mr. Goff, Sr. and Jr., and the Court is
of course desirous that probation be followed and that you be able
to restore yourselves to your situation.

     All right. Anything further?

     MR. WHEELER: No, your Honor.

     THE COURT: Nothing further, then, the Court will be in recess.

     MR. WHEELER: Your Honor, Mr. Cameron indicated that he wants
it clear that foreign travel is acceptable, that they do leave the
country from time to time. Is that problem?

     THE COURT: I don't have any problem based on the information
that has been provided to the Court by the United States Probation
Department. I would see no problem with that. Thank you, Counsel.

     (Whereupon, the matter was concluded.)

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