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         United States Securities and Exchange Commission

Securities Exchange Act of 1934 
Release No. 38596 / May 9, 1997

Investment Advisers Act of 1940
Release No.  1632 / May 9, 1997 

Administrative Proceeding File No. 3-9309


     The Securities and Exchange Commission announced that on
May 9, 1997, public administrative proceedings were instituted
against Russell William Stein ("Stein"), a financial consultant
and registered representative in Houston, Texas; against Ford D.
Albritton, Jr. ("Albritton"), a resident of Dallas, Texas; and
against Albritton's company, Dover and Associates, Inc.
("Dover").  The Order Instituting Proceedings ("Order") alleges
that Stein willfully violated Sections 206(1) and (2) of the
Investment Advisers Act of 1940 ("Advisers Act") and aided and
abetted or caused others to violate Sections 204 and 207 of the
Advisers Act.  The Order alleges that Albritton aided and abetted
or caused Stein's violations of Sections 206(1) and (2) of the
Advisers Act.  
     The Order alleges that Stein recommended that an investment
adviser ("adviser") employ his friend, Albritton, to solicit
clients and maintain client relationships.  From January 1992
through May 1995, the adviser paid Albritton and Dover $641,000
for allegedly maintaining client relationships with five public
institutional clients.  Stein, as a financial consultant, advised
the same institutional investors regarding the hiring, retention
and performance of investment advisers, including the adviser
which employed Albritton.  The Order alleges that Albritton and
Dover performed no significant maintenance or solicitation of
advisory clients on behalf of the adviser but that Dover paid
Stein's son $248,381 allegedly for assisting in the maintenance
activities.  The Order further alleges that Albritton and Stein's
son borrowed money from Stein and that the adviser's payments
resulted in a benefit to Stein.  According to the Order, Stein
failed to disclose, to the institutional investors or to his
employer, his personal and financial relationships with Albritton
and Stein's son, Albritton's receipt of solicitation fees from an
adviser, Albritton's employment of Stein's son, and Stein's
resulting conflict of interest in providing advice to the
institutional investors regarding the adviser.  The Order further
alleges that Stein's nondisclosure caused his employer to file
with the Commission reports which omitted to disclose material
facts.  Finally, the order alleges that Albritton, through Dover,
aided Stein by misleading the adviser regarding the services
performed and by failing to disclose Dover's payments to Stein's
son.