XVIII. NOTICE OF HEARING

 	362. Notice of Hearing -- Cease-and-Desist and Prohibition. Notice is 
hereby given that, pursuant to Section 8(b) and (e) of the Federal 
Deposit Insurance Act, as amended by FIRREA, 12 U.S.C.A. ¤ 1818(b), (e) 
(1988 & Supp. IV 1992), and in accordance with the OTS's Rules of 
Practice and Procedure in Adjudicatory Proceedings, 12 C.F.R. part 509 
(ÒAdjudicatory Rules") and 12 C.F.R. ¤ 513.4(a), an administrative 
hearing will be held to determine whether Orders should be issued against 
Respondents, and each of them:

 	a. Ordering them to cease and desist from the violations described in 
this Notice of Charges;
 	b. Ordering them to reimburse the federal insurance fund for losses 
incurred as a result of RespondentsÕ violations of their statutory and 
regulatory duties;
 	c. Ordering them to reimburse the Office of Thrift Supervision for its 
costs of this proceeding and the underlying investigation;
 	d. Ordering that Respondents MAXXAM, Federated, Hurwitz, Munitz, Gross, 
Berner, Huebsch, and Crow, and each of them, shall not: (i) participate 
in any manner in the conduct of the affairs of any Paragraph (7)(A) 
Institution; (ii) solicit, procure, transfer, attempt to transfer, vote, 
or attempt to vote any proxy, concert, or authorization with respect to 
any voting rights in any Paragraph 7(A) Institution; or (iii) vote for a 
director or act as an institution-affiliated party; and
 	e. Ordering that Respondent Berner be debarred from practicing before 
OTS pursuant to 12 C.F.R. part 513.

 	363. Location and Date. The hearing will be held within the Federal 
judicial Southern District of Texas, except as otherwise provided by 12 
U.S.C.A. ¤ 1818(h) (1989 & Supp. 1994). The hearing will be, held before 
an Administrative Law Judge (the ÒALJÓ) under the direction of the Office 
of Financial Institution Adjudication, who shall be appointed to preside 
over said hearing. Unless otherwise set by the ALJ or by agreement of the 
parties, the hearing will commence on or about the sixtieth day following 
service of this Notice of Charges. The exact time of day and location 
will be announced at a later time by the ALJ. The hearing will be 
conducted before the ALJ in accordance with the adjudicatory provisions 
of the Administrative Procedure Act, 5 U.S.C. ¤¤ 554-557, as made 
applicable by section 8(h)(1) of the FDIA, 12 U.S.C.A. ¤ 1818(h)(1), and 
the Adjudicatory Rules.
 	364. Answer Required. The Respondents and each of them are directed to 
file their Answers in response to the charges set forth in the preceding 
Notice within twenty (20) days after receiving service thereof. The 
requirements for the Answers and the consequences of failure to file an 
Answer are set forth at section 509.19 of the Adjudicatory Rules. As 
provided by section 509.19(c) of the Adjudicatory Rules, the failure of a 
Respondent to file an Answer as required by this Notice within the time 
provided herein shall constitute a waiver of such Respondent's right to 
appear and contest the allegations of the foregoing Notice of Charges.
 	365. Filing of Papers. Filing of papers is governed by section 509.10 
of the Adjudicatory Rules, and except as otherwise provided by rule, any 
papers required to be filed shall be filed with the Office of Financial 
Institution Adjudication, 1700 G Street, N.W., Washington, DC 20552. 
Until an OTS attorney files a notice of appearance in this proceeding, 
the Respondents shall serve a copy of each and every of their filings on 
counsel of record for the OTS, as follows:

Kenneth J. Guido, Jr.
Special Enforcement Counsel
Office of Thrift Supervision
1700 G Street, N.W.
Washington, DC 20552

 	366. Public or Private Hearing. The Respondents may, within twenty (20) 
days after receiving service of this Notice, file written requests for a 
private hearing, as provided by section 509.33(a) of the Adjudicatory 
Rules. Such requests and any replies thereto are governed by section 
509.23 of the Adjudicatory Rules. The hearing shall be open to the 
public, unless OTS, in its discretion, determines that an open hearing 
would be contrary to the public interest. See 12 U.S.C.A. ¤ 1818(u)(2) 
(West. Supp. 1993). The Director will rule on any papers filed under 
Section 509.33(a), and accordingly, copies of any such papers must also 
be sent to the Director of OTS at 1700 G Street, N.W., Washington, DC 
20552, Attention: Helene Brecher, Acting Secretary (Adjudicatory 
Proceedings).