UNITED STATES OF AMERICA
                                      Before the
                          SECURITIES AND EXCHANGE COMMISSION


     Securities Exchange Act of 1934
     Release No. 38994 / August 29, 1997

     Administrative Proceeding
     File No. 3-9380

                                   
                                   :
                                   :
     In the Matter of              :    ORDER INSTITUTING PROCEEDINGS,
                                   :    MAKING FINDINGS, AND IMPOSING
     Robert Thomas Beatty,         :    REMEDIAL SANCTIONS
                                   :
               Respondent          :
                                   :
                                   :
                                   


                                          I.

          The Securities and Exchange Commission ("Commission") deems it
     appropriate and in the public interest that public administrative
     proceedings be instituted against Robert Thomas Beatty ("Beatty") pursuant
     to Sections 15(b)(6) and 19(h) of the Securities Exchange Act of 1934
     ("Exchange Act").

                                         II.

          In anticipation of this administrative proceeding, Beatty has
     submitted an Offer of Settlement ("Offer") which the Commission has
     determined to accept.  Solely for the purpose of this proceeding and any
     other proceeding brought by or on behalf of the Commission or to which the
     Commission is a party, and without admitting or denying the findings
     contained herein, except as to paragraphs III.A. and III.B. below, which
     Respondent admits, Respondent consents to the issuance of this Order
     Instituting Proceedings, Making Findings, and Imposing Remedial Sanctions
     ("Order").



          Accordingly, IT IS ORDERED that an administrative proceeding be and
     hereby is instituted against Beatty pursuant to Sections 15(b)(6) and 19(h)
     of the Exchange Act.




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                                         III.

          On the basis of this Order and the Offer, the Commission finds
     that:<(1)>

          A.   Beatty is a registered representative who, during the relevant
     time period, was associated with First New England Securities, a registered
     broker-dealer in Deerfield Beach, Florida.

          B.   On August 11, 1997, Beatty was permanently enjoined by the United
     States District Court for the Middle District of Florida in SEC v. Atlantic
     Capital Corp., et al., 96-1043-CIV-ORL-19, from violating Section 17(a) of
     the Securities Act of 1933 and Section 10(b) of the Exchange Act and Rule
     10b-5 thereunder.

          C.   The Commission's complaint in the above-referenced action
     alleged, in part, as follows: From July 1992 through December 1992, Beatty
     knowingly or recklessly accepted $34,244 in bribes from  Atlantic Capital
     Corporation ("Atlantic"), a stock promoter, in exchange for selling to his
     retail customers stocks that were promoted by Atlantic in a brochure
     entitled "Investor's Edge."  Further, Beatty knowingly or recklessly failed
     to tell his retail customers that he had an arrangement to receive money
     from Atlantic in exchange for selling certain stocks.

                                         IV.

          Based upon the foregoing, it is in the public interest to impose the
     sanctions specified in the Offer.  Accordingly,

          IT IS HEREBY ORDERED, effective immediately, that Beatty be, and
     hereby is, barred from association with any broker, dealer, investment
     company, investment adviser or municipal securities dealer, with the right
     to reapply for association after three years to the appropriate self-
     regulatory organization, or if there is none, to the Commission.

          By the Commission.




                                             Jonathan G. Katz
                                             Secretary




                              

          <(1)>     The findings  herein are made pursuant  to Respondent's
                    Offer and are not binding on any other person or entity
                    in this or any other proceeding.

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