UNITED STATES OF AMERICA
                                      Before The
                          SECURITIES AND EXCHANGE COMMISSION

     SECURITIES EXCHANGE ACT OF 1934
     Release No. 39430 / December 11, 1997

     Administrative Proceeding 
     File No. 3-9385

                              :
                              :
     In the Matter of         :    ORDER MAKING FINDINGS
                              :    AND IMPOSING REMEDIAL
     NICHOLAS GIANDOMENICO    :    SANCTIONS AGAINST
                              :    NICHOLAS GIANDOMENICO
               Respondent.    :
                              :

                                          I.

          The Securities and Exchange Commission ("Commission") instituted
     public administrative proceedings pursuant to Sections 15(b) and 19(h) of
     the Securities Exchange Act of 1934 ("Exchange Act") against Respondent
     Nicholas Giandomenico ("Giandomenico") on September 2, 1997.

                                         II.

          Respondent Giandomenico has submitted an Offer of Settlement ("Offer")
     to the Commission, 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 in which the Commission is a party, and
     without admitting or denying the findings herein, except as to the
     jurisdiction of the Commission over Respondent and over the subject matter
     of this proceeding and as to Sections III.A-D, which are admitted,
     Respondent Giandomenico by his Offer consents to the entry of findings and
     remedial sanctions set forth below.

                                         III.

          On the basis of this Order Making Findings and Imposing Remedial
     Sanctions ("Order") and the Offer submitted by Respondent Giandomenico, the
     Commission finds<(1)> that:

          A.   At various times between 1993 and 1995 Giandomenico was
     associated as a salesman at Greenway Capital Corporation, Inc. ("Greenway")
     in Boca Raton, Florida; Myers, Pollock & Robbins, Inc. (Myers, Pollock") in
     Fort Lauderdale, Florida; Thomas, James & Associates ("Thomas James") in
     Boston, Massachusetts; and Barron Chase Securities, Inc. ("Barron Chase")
     in Boca Raton, Florida, all of whom were registered broker-dealers at all
                              

          <(1)>     The findings  contained herein  are not binding  on any
          other person or entity in this or any other proceeding.







     relevant times.

          B.   Between 1993 and 1995, Giandomenico received $22,500 in cash from
     Gary Salter ("Salter"), or entities controlled by Salter, in exchange for
     Giandomenico's inducing his clients to purchase securities in the following
     issuers: United States Exploration, Inc., Malvy Technology, Inc., and
     Madison Sports and Entertainment Group, Inc.

          C.   Giandomenico did  not disclose to his clients that he was
     receiving such compensation from Salter.

          D.   On January 23, 1997, Giandomenico was convicted and sentenced for
     conspiracy to commit securities fraud, in violation of Sections 10(b) and
     32 of the Exchange Act, based upon the conduct alleged in paragraphs III.B.
     and C., above. United States v. Giandomenico, Case No. 96-6147-CR-GONZALEZ
     (S.D. Fla. 1997).

                                         IV.

          In view of the foregoing, the Commission deems it appropriate and in
     the public interest to accept the Offer submitted by Giandomenico and
     impose the remedial sanction specified therein.

          Accordingly, IT IS ORDERED that Giandomenico is hereby barred from
     association with any broker, dealer, municipal securities dealer,
     investment adviser or investment company.

          For the Commission, by its Secretary, pursuant to delegated authority.





                                             Jonathan G. Katz
                                             Secretary


















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