UNITED STATES OF AMERICA
                            Before the
                SECURITIES AND EXCHANGE COMMISSION



SECURITIES EXCHANGE ACT OF 1934
Release No. 36803 / February 1, 1996

ACCOUNTING AND AUDITING ENFORCEMENT
Release No.  757 / February 1, 1996

ADMINISTRATIVE PROCEEDING
File No. 3-8942

______________________________
                              :
In the Matter of              :    ORDER INSTITUTING PROCEEDINGS
                              :    PURSUANT TO RULE 102(e) OF THE
RONALD A. ROMITO, CPA,        :    COMMISSION'S RULES OF 
                              :    PRACTICE, MAKING FINDINGS AND 
               Respondent     :    IMPOSING SANCTIONS
______________________________:


                                I.

     The Securities and Exchange Commission (the "Commission")
deems it appropriate and in the public interest to institute
public administrative proceedings against Ronald A. Romito
("Romito"), a certified public accountant, pursuant to Rule
102(e)(3) of the Commission's Rules of Practice.-[1]- 
Accordingly, IT IS HEREBY ORDERED that said proceedings be, and
hereby are, instituted.





---------FOOTNOTES----------
     -[1]-     Rule   102(e)(3)  of  the  Commission's  Rules  of
               Practice provides, in pertinent part, that: 

          The Commission, with due  regard to the public interest
          ... may, by  order, temporarily suspend from  appearing
          or practicing before it any  ... accountant ... who has
          been by name (A)  permanently enjoined by any  court of
          competent  jurisdiction,  by  reason   or  his  or  her
          misconduct in an action brought by the Commission, from
          violating or  aiding and abetting the  violation of any
          provision  of the  Federal  securities laws  or of  the
          rules and regulations thereunder. 
==========================================START OF PAGE 2======



                               II.

     In anticipation of the institution of these proceedings,
Romito has submitted an Offer of Settlement ("Offer"), which the
Commission has determined to accept.  Solely for the purposes of
these proceedings and any other proceedings brought by or on
behalf of the Commission, or in which the Commission is a party,
and without admitting or denying the findings contained herein
(except that Romito admits the jurisdiction of the Commission
over him and over the subject matter of these proceedings and
that a final judgment of permanent injunction has been entered
against him) Romito consents to the entry of this Order
Instituting Proceedings Pursuant to Rule 102(e) of the
Commission's Rules of Practice Making Findings and Imposing
Sanctions ("Order").

                               III.

     On the basis of this Order and Romito's Offer, the
Commission finds that:-[2]-

A.   Romito, 48, a certified public accountant who is duly
licensed by the Arizona Board of Accountancy, is a defendant in
Securities and Exchange Commission v. Ronald A. Romito, Civ. No.
C-95 20857 EAI in the United States District Court for the
Northern District of California.  Romito, former chief accounting
officer for California Micro Devices Corporation ("Cal Micro" or
the "Company"), has practiced before the Commission within the
meaning of Rule 102(f) of the Commission's Rules of Practice in
connection with the preparation of financial statements and other
documents filed with the Commission.  Romito now resides in
Arizona.

B.   On January 17, 1996, the United States District Court for
the Northern District of California: (1) permanently enjoined
Romito from future violations of Section 17(a) of the Securities
Act of 1933 ("Securities Act"), Sections 10(b), 13(a),
13(b)(2)(A), 13(b)(2)(B) and 13(b)(5) of the Securities Exchange
Act of 1934 ("Exchange Act"), and Rules 10b-5, 12b-20, 13a-1,
13a-13, 13b2-1 and 13b2-2 thereunder; (2) ordered Romito to
disgorge an amount equal to losses illegally avoided by insider
trading, plus pre-judgment interest thereon, and to pay civil
money penalties pursuant to Section 21A of the Exchange Act; and
(3) prohibited Romito from serving as an officer or director of

---------FOOTNOTES----------
     -[2]-     The Commission's findings herein are made pursuant
               to  Romito's Offer  and are  not binding  upon any
               other person  or entity  named as a  respondent in
               this or any other proceeding.
==========================================START OF PAGE 3======

any issuer having a class of securities registered pursuant to
Section 12 of the Exchange Act or required to file reports
pursuant to Section 15(d) of the Exchange Act.  Romito consented,
without admitting or denying the allegations contained in the
complaint (except as to jurisdiction, which was admitted), to the
issuance of the order of permanent injunction and to the entry of
final judgment thereon.

C.   The above-referenced complaint alleged, in part, that
Romito: (1) compiled false and misleading financial statements
during and for the fiscal year ended June 30, 1994, as
incorporated in Cal Micro's quarterly reports on Form 10-Q and
its annual report on Form 10-K, that were not prepared in
accordance with Generally Accepted Accounting Principles and that
materially overstated Cal Micro's product revenue; (2) falsified
Cal Micro's books and records and circumvented its internal
accounting controls; (3) misled Cal Micro's independent auditors
in an effort to conceal the Company's fraudulent recognition of
revenue; and (4) sold Cal Micro stock while in possession of
material non-public information.

                               IV.

     Based on the foregoing, the Commission deems it appropriate
and in the public interest to impose the sanction consented to by
Romito in his Offer.

     Accordingly, IT IS HEREBY ORDERED that, effective
immediately, Ronald A. Romito, be and hereby is denied the
privilege of appearing or practicing as an accountant before the
Commission.


     By the Commission.





                                   Jonathan G. Katz
                                   Secretary