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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934 
Release No. 37765 / September 30, 1996 
Accounting and Audit Enforcement 
Release No.   836 / September 30, 1996

Administrative Proceeding File No. 3-9135

Administrative Proceedings Instituted Against Philip Greifeld,
CPA

     On September 30, 1996, the Securities and Exchange
Commission instituted administrative proceedings pursuant to Rule
102(e) of the Commission's Rules of Practice against Philip
Greifeld, CPA, alleging that Greifeld engaged in improper
professional conduct.

     The Order Instituting Proceedings alleges that Greifeld
engaged in improper professional conduct in connection with the
1991 and 1992 audits of two New York broker-dealer firms.  The
Order alleges that Greifeld had an arrangement with the
accountant who conducted the audits in which Greifeld, after a
cursory review of the workpapers, signed the audit reports. 
Specifically, the Order alleges that (1) Greifeld signed the
reports on those audits, which were filed with the Commission
pursuant to Rule 17a-5, 17 C.F.R.  240.17a-5, even though
Greifeld did not meaningfully participate in the audits; (2)
Greifeld failed to perform reasonable procedures to determine
whether the other accountant was independent and whether certain
other proper audit procedures were employed; and (3) Greifeld was
not registered as a certified public accountant when he signed
the audit reports and therefore was not qualified to practice as
an independent accountant before the Commission.       

     A hearing will be scheduled to determine whether such
allegations are true, to afford the respondent an opportunity to
establish defenses to the allegations, and to determine what, if
any, remedial action is necessary and appropriate.