UNITED STATES SECURITIES AND EXCHANGE COMMISSION


Securities Act of 1933
Release No.  7295 / May 21, 1996

Securities Exchange Act of 1934
Release No. 37231 / May 21, 1996

Investment Advisers Act of 1940
Release No.  1564 / May 21, 1996

Investment Company Act of 1940
Release No. 21967 / May 21, 1996

Administrative Proceeding File No. 3-9007


ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST ROBERT K. WILLIAMS
AND COLLEGE PLANNING SERVICES, INC.


     The Securities and Exchange Commission ("Commission")
announced that public administrative proceedings have been
instituted against Robert K. Williams ("Williams") and College
Planning Services, Inc. ("CPS").  The Commission's Order
Instituting Public Proceedings Pursuant to Section 8A of the
Securities Act of 1933, Sections 15(b), 19(h) and 21C of the
Securities Exchange Act of 1934, Sections 203(e), 203(f) and
203(k) of the Investment Advisers Act of 1940 ("Advisers Act"),
and Section 9(b) of the Investment Company Act of 1940 ("Order")
alleges that Williams engaged in a scheme to defraud investors
through CPS, an investment advisory firm registered with the
Commission of which Williams was the principal, control person
and sole owner.

     The Order alleges that from approximately July 1992 through
August 1994, Williams induced approximately fourteen clients to
invest approximately $293,000 with CPS under the pretense that
CPS would provide them with financial planning services geared
towards college financing.  Williams represented that he would
establish individual accounts for each client and invest their
money in unspecified stocks, bonds and mutual funds.  Williams
also guaranteed that the investments would earn nine percent
interest, and that the clients' principal amount would be
returned upon request.  According to the Order, instead of using
the client funds to purchase securities, Williams misappropriated
all of the money.  The Order also alleges that CPS, willfully
aided and abetted by Williams, failed to comply with certain
books and records provisions of the Advisers Act.
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     Based upon this conduct, on August 4, 1995 Williams pled
guilty to one count of mail fraud in the United States District
Court for the Eastern District of Virginia.  Williams is
currently incarcerated, after having been sentenced on November
1, 1995 to 24 months imprisonment and three years supervised
probation.  Williams was also ordered to pay restitution of
$286,816.

     The Order seeks appropriate remedial action against Williams
and CPS, and a cease and desist order.