UNITED STATES OF AMERICA
                                      before the
                          SECURITIES AND EXCHANGE COMMISSION

     SECURITIES EXCHANGE ACT OF 1934
     Rel. No. 38815 / July 3, 1997

     Admin. Proc. File No. 3-7164

                                                     
                                                     : 
                 In the Matter of                    :
                                                     :    
           The Stuart-James Co., Inc., et al.        :
                                                     :
                                                     :

     ORDER DENYING REQUEST FOR RECONSIDERATION

          On March 20, 1997, we issued an opinion finding, in relevant part,
     that Robert E. Gibbs, formerly a branch office manager of The Stuart-James
     Co., Inc. ("Stuart James") instituted fraudulent policies and practices in
     his branch office, thereby violating antifraud provisions of the securities
     laws.  Based on these findings, we concluded that it was in the public
     interest to bar Gibbs from association with any broker or dealer, provided
     that, after a period of two years, he may apply to become associated in a
     non-supervisory, non-proprietary capacity.

          The case, which was on appeal from a decision of an administrative law
     judge, involved several serious violations of antifraud provisions by
     various employees of Stuart James.  We found that Gibbs and other branch
     managers were liable for antifraud violations based on their practices or
     policies of "no net selling" of securities in which the firm made a
     market. <(1)>  We also found that Gibbs, along with other branch
     managers, violated antifraud provisions of the securities laws by their
     policies or practices of encouraging or requiring sales agents to exact
     "tie-in" arrangements from customers. <(2)>

          We imposed a two-year bar.  The law judge, who had not found Gibbs
     liable for antifraud violations based on the practices or polices of "no
     net selling," suspended Gibbs from association with any broker or dealer
     for four months and suspended him from association in a supervisory or pro-
     prietary capacity for eight months.  

                              

          <(1)>     Customers who purchased securities were allowed to sell
                    only when and if a buyer could be found.

          <(2)>     Customers were allowed to purchase securities in an
                    initial public offering only if they agreed to either
                    purchase additional securities when aftermarket trading
                    started, or sell securities bought in the underwriting
                    at the opening of trading.







          In his Request for Reconsideration, Gibbs asks us to impose a lesser
     sanction on him for his misconduct.  Specifically, Gibbs seeks to have us
     accept the time that he has already been "unemployed" in the industry.  He
     contends that since he left Stuart James in 1990, he has been able to find
     employment only in small regional firms because of the pending Commission
     action against him. <(3)>  In support of his request, he argues that
     he has an otherwise clean disciplinary record.  He also argues that, while
     the Commission action was proceeding, he obtained his "Registered
     Investment Advisors certification."  He contends that there is no risk that
     he will make improper investment recommendations in the future.

          In its response, the Division of Enforcement contends that Gibbs has
     forfeited his privilege of employment in the securities industry because of
     his misconduct.

          Gibbs' misconduct was serious.  He instituted policies and practices
     in his branch office that were unfair to customers and that distorted the
     operation of the marketplace.  Moreover, we note that, despite Gibbs' claim
     of a clean disciplinary record, he was found to have engaged in
     unauthorized trading while employed at Stuart James. <(4)>  We
     therefore see no reason to alter our earlier conclusion.

          Accordingly, IT IS ORDERED that the petition of Robert E. Gibbs to
     reconsider our findings in the opinion and order in the Matter of The
     Stuart-James Co., Inc., et al., dated March 20, 1997, be, and it hereby is,
     denied.

          By the Commission.




                                        Jonathan G. Katz
                                           Secretary







                              

          <(3)>     According to the NASD's Central Registration
                    Depository, Gibbs was unemployed only for a few months
                    in 1994.

          <(4)>     Robert E. Gibbs, 51 S.E.C. 482 (1993), aff'd, Gibbs v.
                    SEC, 25 F.3d 1056 (10th Cir. 1994) (sustaining NASD's
                    finding of violation of Art III, Section 1 of the NASD
                    Rules of Fair Practice and affirming sanctions of a
                    censure and fine of $3000).

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