==========================================START OF PAGE 1====== UNITED STATES of AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES ACT OF 1933 Release No. 7359 / October 31, 1996 SECURITIES EXCHANGE ACT OF 1934 Release No. 37899 / October 31, 1996 INVESTMENT ADVISERS ACT OF 1940 Release No. 1595 / October 31, 1996 ADMINISTRATIVE PROCEEDING File No. 3-8983 ----------------------------- : ORDER AMENDING ORDER In the Matter of : INSTITUTING PUBLIC : ADMINISTRATIVE PROCEEDINGS, GRUNTAL & CO., INCORPORATED, : MAKING FINDINGS, IMPOSING : REMEDIAL SANCTIONS, AND Respondent. : ISSUING CEASE-AND-DESIST ORDER : ----------------------------- I. The Commission deems it appropriate and in the public interest to amend its Order Instituting Public Administrative Proceedings, Making Findings, Imposing Remedial Sanctions, and Issuing Cease-and-Desist Order ("Order"), issued April 9, 1996, in this matter.1 Section VI.D.1. of the Order provided for the retention of an Independent Consultant by Respondent, required the Independent Consultant to submit a report within six months of the anniversary of the issuance of the Order, and further required the Independent Consultant to conduct three annual audits commencing one year after the issuance of the Order. Upon a showing of good cause, the Commission has determined to extend to April 9, 1997, the time for the submission of Independent Consultant s report. Further, the Commission has determined that the annual audits shall commence one and a half years from the issuance of the Order. By the Commission. 1 Securities Act of 1933 Release No. 7278 (April 9, 1996). ==========================================START OF PAGE 2====== Jonathan G. Katz Secretary