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          U.S. SECURITIES AND EXCHANGE COMMISSION

SECURITIES ACT OF 1933 
Release No.  7345 / September 30, 1996

EXCHANGE ACT OF 1934
Release No. 37748 / September 30, 1996

In the Matter of Maricopa County, Arizona 
Administrative Proceeding File No. 3-9118

     On September 30, 1996, the Commission instituted cease-and-
desist proceedings against Maricopa County, Arizona ("the
County").  The County, formed in 1871, is the population center
of Arizona and the sixth largest county in the nation.  The Order
Instituting Cease-and-Desist Proceedings ("Order") alleges that
the County violated the antifraud provisions of the federal
securities laws in connection with the July 1993 offer and sale
of two series of general obligation bonds.

     The County's Official Statements, which were the primary
disclosure documents for the offerings, contained financial
statements for the County for the year ended June 30, 1992.  The
Order alleges, however, that the County's financial condition at
the time of the offerings had materially worsened since June 30,
1992.  Specifically, during fiscal year 1992-93, the County
developed a deficit in its General Fund and had nearly doubled
the deficit in its Medical Center Enterprise Fund.  The Official
Statements failed to disclose these changes.  The Official
Statements further failed to disclose that the current
liabilities of the Medical Center Enterprise Fund on June 30,
1993, exceeded its current assets by approximately 40% more than
on June 30, 1992, and that the County's cash flow position had
materially declined since the close of the prior fiscal year.

     In addition, the Official Statements for one of the
offerings represented that bond proceeds would be used to finance
specific County projects.  The Order alleges that the County in
fact planned to, and did, use the bond proceeds to finance its
deficit through the end of the 1993-1994 fiscal year.  Despite
the County's plan to use the proceeds to finance its deficit, it
failed to revise or supplement its Official Statement to reflect
this plan.  Each of the omitted items referenced above would have
been important for an investor to consider in deciding whether or
not to purchase the County's bonds because they tended to bear
upon the County's financial condition at the time the bonds were
issued.