LAW OFFICES OF ANDERSON & ANDERSON
FRED W. ANDERSON, State Bar No. 46498
MARTIN W. ANDERSON, State Bar No. 178422
2070 N. Tustin Ave.
Santa Ana, CA 92705
(714) 835-4400


Attorney for Plaintiff


            SUPERIOR COURT OF THE STATE OF CALIFORNIA

                        COUNTY OF ORANGE


MITCHELL SMITH,

                         Plaintiff,

v.

SYNCRONYS SOFTCORP., RAINER
POERTNER, and DOES 1-25,


                         Defendants.

___________________________________


Case Number 757708

                             CLASS ACTION

COMPLAINT FOR CONSUMER
FRAUD SEEKING
RESTITUTION,
DISGORGEMENT, AND FOR
PRELIMINARY AND PERMANENT
INJUNCTIVE RELIEF

Plaintiff alleges:

     1.   Plaintiff MITCHELL SMITH, an individual, brings this
action on behalf of the general public pursuant to Business &
Professions Code ss. 17204 and 17535, and as a person who has
suffered damage under Civil Code s. 1780.

     2.   Defendant SYNCRONYS SOFTCORP. is a corporation, doing
business in the State of California. Defendant is engaged in the
manufacture, distribution, and sale of a product known as SoftRAM
and another product known as SoftRAM95.  These products are
regularly advertised and sold to the general public in the County
of Orange.

     3.   Defendant RAINIER POERTNER is a competent adult.  He is
also an officer of Defendant SYNCRONYS SOFTCORP.  Plaintiff does
not know the County in which Defendant currently resides.

     4.   Plaintiff is ignorant of the true names and capacities
of the defendants sued herein under the fictitious names DOES 1-
25.  They are sued herein pursuant to C.C.P. s. 474.  When
Plaintiff becomes aware of the true names and capacities of the
defendants sued as DOES 1-25, Plaintiff will amend this Complaint
to state their true names and capacities.

    CLASS ACTION ALLEGATIONS (FOR THE THIRD CAUSE OF ACTION ONLY)

     5.   Plaintiff is a consumer entitled to bring an action
under Civil Code s. 1780.  

     6.   The unlawful method, act, or practice described in the
Third Cause of Action has caused damage to other consumers
similarly situated.  Accordingly, Plaintiff brings the Third
Cause of Action, and only the Third Cause of Action, on behalf of
himself and such other consumers similarly situated to recover
relief as provided for in Section 1780.  All other causes of
action are asserted in Plaintiff's individual capacity.

     7.   It is impracticable to bring all members of the class
before the court.

     8.   The questions of law or fact common to the class are
substantially similar and predominate over the questions
affecting the individual members.

     9.   The claims or defenses of the representative plaintiff
is typical of the claims or defenses of the class.

     10.  The representative plaintiff will fairly and adequately
protect the interests of the class.

                        FIRST CAUSE OF ACTION
         (VIOLATION OF BUSINESS & PROFESSIONS CODE s. 17200)
                                   
     11.  Defendants have engaged and are engaging in unfair
competition as that term is defined in Business & Professions
Code s. 17200, in that they have engaged in and are engaging in an
"unlawful, unfair or fraudulent business act or practice and
unfair, deceptive, untrue or misleading advertising and any act
prohibited by Chapter 1 (commencing with Section 17500) of Part 3
of Division 7 of the Business and Professions Code."

     12.  The business acts and practices by Defendants which are
"fraudulent" are business acts and practices which have the
capacity to mislead the general public.  The business acts and
practices which are "fraudulent" are set-forth in the Second and
Third Causes of Action, and are incorporated herein by reference.

     13.  The business acts and practices by Defendants which are
"unlawful" and which are "prohibited by Chapter 1 (commencing
with Section 17500) of Part 3 of Division 7 of the Business and
Professions Code" are the acts and practices described in the
Second Cause of Action and the Third Cause of Action.  The text
of the Second Cause of Action and the Third Cause of Action is
hereby incorporated by reference.

                     SECOND CAUSE OF ACTION
       (VIOLATION OF BUSINESS & PROFESSIONS CODE s. 17500)
                     AGAINST ALL DEFENDANTS

     14.  Defendants are persons, firms, corporations, or
associations.

     15.  Defendants have made or disseminated or caused to be
made or disseminated before the public in this state and are
making or disseminating or causing to be made or disseminated
before the public in this state, in a newspaper and in other
publications, and by means of an advertising device, and by other
manners or means, statements concerning personal property or
services and concerning circumstances and matters of fact
connected with the proposed performance or disposition thereof,
which are untrue or misleading.

     16.  Defendants made these statements with the intent
directly or indirectly to dispose of personal property or to
perform services, professional or otherwise, or to induce the
public to enter into obligations relating thereto.

     17.  Defendants knew or should have known by the exercise of
reasonable care that care that these statements were untrue or
misleading.

     18.  Defendants manufacture, distribute, and sell two
computer software products called SoftRAM95 and SoftRAM.

     19.  In an effort to promote the sales of these products,
Defendants published newspaper and magazine advertisements which
contained a number of affirmative representations concerning the
SoftRAM95 product and the SoftRAM product.

     20.  In addition, the same representations are contained, in
writing, on each and every Softram95 and SoftRAM software
packaging.

     21.  The claims include that (1) SoftRAM95 and SoftRAM will
effectively double, triple, or quadruple the amount of Random
Access Memory in any computer in which the software programs are
installed by the use of a technology called Ram Compression, (2)
SoftRAM95 and SoftRAM will increase the speed at which the
computer will operate, and (3) SoftRAM95 is "designed for Windows
95."

     22.  In addition, the SoftRAM95 packaging and the
advertisements promoting this product contain a logo known as the
"designed for Windows 95" logo.  This logo was created by
Microsoft Corporation to ensure to the consuming public that
products bearing the label have been tested by Microsoft and
found to be compatible architecturally with the Microsoft Windows
95 Operating System.  Microsoft Corporation grants licenses to
third parties to use the logo on their products, advertising, and
marketing materials, only when the third party has submitted the
product to Microsoft for testing and Microsoft determines that
the product has passed their testing procedures, and only when
Microsoft determines that the third party has complied with the
other required terms and conditions for licensing the logo.

     23.  All of these statements were and are false and
misleading, in that (1) SoftRAM95 and SoftRAM does not
effectively double, triple, or even quadruple the amount of
Random Access Memory in any computer in which the software
programs are installed by the use of a technology called Ram
Compression; (2) Softram95 and SoftRAM does not increase the
speed at which the computer will operate; and (3) Softram95 is
not "designed for Windows 95."

     24.  In addition, although the Softram95 product bears the
"designed for Windows 95" logo, Microsoft Corporation has not
authorized Defendants to use the logo.  The use of this logo is
false, because Microsoft did not authorized Defendants to use the
logo in connection with this product.  In addition, the use of
this logo is misleading, because it has the capacity or tendency
to lead consumers to believe that the product had been tested by
Microsoft Corporation and was found suitable to bear the
"designed for Windows 95" logo.  In truth, this product was
submitted for testing, but Microsoft Corporation rejected
Defendants request because Defendants failed to comply with the
required terms and conditions for licensing the logo.

[Paragraphs from here down have been misnumbered.]

     26.  These claims appeared on a daily basis, between at
least September of 1995 and the present, in newspaper and
magazine advertisements, and on the retail packaging for each
Softram95 product.  Plaintiff is informed and believes, and
thereon alleges, that these representations were made in the same
manner on a daily basis since at least January of 1995.

                      THIRD CAUSE OF ACTION
                (VIOLATION OF CIVIL CODE s. 1770)
              A CLASS-ACTION AGAINST ALL DEFENDANTS

     27.  Plaintiff hereby re-alleges and incorporates by
reference the allegations contained in paragraphs 5 through 10,
above.  Defendants have engaged in the following unfair methods
of competition and unfair or deceptive acts or practices in a
transaction intended to result or which resulted in the sale of
goods to consumers:

     28.  Defendants misrepresented the sponsorship, approval, or
certification of their goods or services as described in the
Second Cause of Action.

     29.  Defendants misrepresented the affiliation, connection,
or association with, or certification by, another as described in
the Second Cause of Action.

     30.  Defendants represented that their goods had approval,
characteristics, uses, and benefits which they do not have and
that Defendants had an approval, status, affiliation, or
connection which Defendants do not have as described in the
Second Cause of Action.

     31.  The specific acts and practices by Defendants and the
dates upon which these acts occurred are described in the Second
Cause of Action, and are incorporated herein by reference as if
set-forth in full.

     32.  Plaintiff has suffered damage or injury as a result of
these acts.

                        PRAYER FOR RELIEF

PLAINTIFF PRAYS for judgment against Defendants as follows:

     1.   For restitution to the general public and disgorgement
for the benefit of the general public of any and all moneys
received by Defendants as a result of these unlawful practices or
acts as provided by Business & Professions Code ss. 17203, 17535
and for restitution, but not damages, to Plaintiff and the class
pursuant to Civil Code s. 1780.

     2.   For preliminary and permanent injunctive relief as
provided by Business & Professions Code ss. 17203; 17535 and Civil
Code s. 1780.

     3.   For an award of attorneys fees, in an amount the court
determines to be reasonable, as authorized by the provisions of
Civil Code s. 1780; Code of Civil Procedure s. 1021.5; the "common
fund" doctrine, and the "substantial benefit" doctrine.

     4.   Pursuant to Business & Professions Code ss. 17203 and
17535, and pursuant to the equitable powers of this Court,
Plaintiff prays that Defendants be ordered to restore to the
public all funds acquired by means of any act or practice
declared by this Court to be unlawful or fraudulent, or to
constitute unfair competition under Business & Professions Code s.
17200 et seq., or untrue or misleading advertising under s. 17500
et seq.

     5.   And for such other relief as the court deems proper.

DATE:  January __, 1996

                                   Respectfully submitted,

                                   
                                   _____________________________
                                   MARTIN W. ANDERSON
                                   Attorney for Plaintiff


