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                 Calton: Recapitalization and Proposed SpinOff



                                                FOR IMMEDIATE RELEASE
                                                ---------------------
                                                May 19, 2000


FOR FURTHER INFORMATION CONTACT:
-------------------------------
Anthony J. Caldarone
Chairman, President and Chief Executive Officer
Calton, Inc.
(732) 212-1280
Company website:  www.caltoninc.com

                          Calton, Inc. Announces Recapitalization 
                        and Proposed Spin-Off of Shell Corporation
                        ------------------------------------------

        Red Bank, New Jersey, May 19, 2000 - Calton, Inc. (AMEX-CN) announced
today that its Board of Directors has approved a two-step recapitalization
designed to reduce the number of shareholders who own fewer than twenty-five
shares.  Effective at the close of business on May 31, 2000, the Company will
effect a one-for-twenty-five share combination or "reverse split" of the
Company's Common Stock.  Contemporaneous with, but after giving effect to the
share combination, the Company will effect a five-for-one split of the Common
Stock.  As a result of the recapitalization, each twenty-five shares of Common
Stock outstanding will be combined into one share of Common Stock and the
resulting share will be split into five shares.  All fractional shares that
result from the share combination will be repurchased by the Company for cash
at a price based upon the closing market value of the Common Stock on May 31,
2000.

        Calton is undertaking the recapitalization due to the large number of
its shareholders who own less than twenty-five shares.  As a result of the
recapitalization, shareholders who own less than twenty-five shares will have
their interest in Calton repurchased by the Company.  The reduction in the
number of shareholders will reduce the costs associated with communications
with shareholders and shareholder meetings.

        The Company also announced that it plans to file a registration
statement with the Securities and Exchange Commission relating to a proposed
spin-off to its shareholders of a 15% interest in Calton Acquisition Corp., a
wholly-owned subsidiary which was recently formed to pursue a merger or other
business combination with an operating business.  Calton has made a $250,000
equity contribution and a $750,000 loan to Calton Acquisition Corp., which has
no other assets and which has not conducted any business.

        It is anticipated that each Calton shareholder will receive one share
of Calton Acquisition Corp. Common Stock for each share of Calton, Inc. Common
Stock held on the record date for the distribution, which has not yet been
determined.  The spin-off is being effected pursuant to Calton's strategic
plan to enhance shareholder value through the acquisition of, or combination
with, one or more operating businesses.  The Company believes that the
creation of a separate, publicly traded shell corporation may facilitate its
ability to attract potential business acquisition or combination candidates.

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Certain information included in this release and Company filings
(collectively, the "SEC filings") under the Securities Act of 1933, as
amended, and the Securities Exchange Act of 1934, as amended (as well as
information communicated orally or in writing between the dates of such SEC
filings) contains or may contain forward looking information that is subject
to certain risks, trends and uncertainties that could cause actual results to
differ materially from expected results.  Among these risks, trends and
uncertainties are matters relating to national and local economic conditions,
potential adverse effects of acquisitions, the ability of the Company to
identify suitable acquisition candidates and the effect of government
regulation on the Company.
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