UNITED STATES OF AMERICA
                                      BEFORE THE
                          SECURITIES AND EXCHANGE COMMISSION

     SECURITIES EXCHANGE ACT OF 1934
     Release No. 39123 / September 24, 1997                    

     ADMINISTRATIVE PROCEEDING
     File No. 3-9431
     __________________________
                              :
     In the Matter of         :    ORDER INSTITUTING PUBLIC 
                              :    ADMINISTRATIVE PROCEEDINGS,
     GERALD P. HIRSCH,        :    MAKING FINDINGS AND IMPOSING 
                              :    REMEDIAL SANCTIONS          
               Respondent.    :
     _________________________:


                                          I.

          The Securities and Exchange Commission ("Commission") deems it
     appropriate and in the public interest that public administrative
     proceedings be, and hereby are, instituted pursuant to Sections 15(b) and
     19(h) of the Securities Exchange Act of 1934 ("Exchange Act"), against
     Gerald P. Hirsch ("Hirsch").

                                         II.

          In anticipation of the institution of these public administrative
     proceedings, Hirsch has submitted an offer of settlement ("Offer of
     Settlement") which the Commission has determined to accept.  Solely for the
     purposes of these proceedings, and any other proceeding brought by or on
     behalf of the Commission, or in which the Commission is a party, and
     without admitting or denying the findings contained in this Order
     Instituting Public Administrative Proceedings, Making Findings And Imposing
     Remedial Sanctions ("Order"), except as to those facts set forth in
     Sections IV. B. and C., below, which Hirsch admits, Hirsch consents to the
     entry of the Order, the findings and the remedial sanctions set forth
     below.  

                                         III.

          Accordingly, IT IS ORDERED that a public administrative proceeding
     pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934
     ("Exchange Act") be, and hereby is, instituted against Hirsch.






                                         IV.

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

          A.   From 1982 to December 1996, Hirsch was the President and Chief
               Executive Officer of Churchill Securities, Inc. ("Churchill");  

          B.   Churchill was, at all relevant times, a broker-dealer registered
               with the Commission pursuant to Section 15(b) of the Exchange
               Act;

          C.   On May 24, 1996, the Commission issued the Commission Order,
               which, inter alia, suspended Hirsch from association with any
               broker, dealer, investment adviser, investment company or
               municipal securities dealer for a period of 12 months, effective
               on June 3, 1996;  

          D.   From in or about June 3, 1996, to December 4, 1996, Hirsch
               willfully associated with Churchill in violation of the
               Commission Order.  In furtherance of this conduct: 

               1.   From June 3, 1996, to approximately December 4, 1996, Hirsch
                    mailed newsletters to potential investors in which he
                    described himself as being associated with Churchill, and
                    recommended the purchase of various securities;  

               2.   On or about July 29, 1996, Hirsch signed and filed a form
                    with the National Association of Securities Dealers
                    ("NASD"), wherein Hirsch represented that he was a "member,
                    partner, officer or principal" of Churchill;  

               3.   In approximately August 1996, Hirsch placed orders for
                    securities transactions for several Churchill customers
                    through Churchill's clearing broker, and, from June 1996
                    through October 1996, Hirsch issued checks to certain
                    individuals and to the NASD from a bank account bearing
                    Churchill's name, and listing Hirsch as the signatory; and 

               4.   On November 23 and 24, 1996, Hirsch, who owned the building
                    in which Churchill was located, seized Churchill's premises,
                    including all of the documents located therein, prevented
                    the new owner of Churchill from entering the premises, and,
                    from November 25, 1996, to December 4, 1996, operated the
                    broker-dealer;  

                              

          <(1)>     The findings herein are made pursuant to Hirsch's Offer
                    of Settlement and are not binding on any other person
                    or entity named as a respondent in any other
                    proceeding.

                              ======END OF PAGE 2======






                                          V.

          In view of the foregoing, the Commission finds that it is in the
     public interest to impose the sanction specified in the Offer of
     Settlement.

          Accordingly, IT IS ORDERED that Hirsch be barred from association with
     any broker, dealer, investment company, investment adviser or municipal
     securities dealer, effective immediately.


     By the Commission.




                                                  Jonathan G. Katz
                                                  Secretary