UNITED STATES OF AMERICA
                                      Before The
                          SECURITIES AND EXCHANGE COMMISSION

     SECURITIES EXCHANGE ACT OF 1934
     Release No. 39432 / December 11, 1997

     Administrative Proceeding 
     File No. 3-9385

                              :
                              :
     In the Matter of         :    ORDER MAKING FINDINGS
                              :    AND IMPOSING REMEDIAL
     SIMON DOMINIC BAIER      :    SANCTIONS AGAINST
                              :    SIMON DOMINIC BAIER
               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
     Simon Dominic Baier ("Baier") on September 2, 1997.

                                         II.

          Respondent Baier 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 Baier
     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 Baier, the
     Commission finds<(1)> that:

          A.   Baier was associated as a salesman at Joseph Roberts & Company,
     of Chicago, Illinois from April 1993 to November 1993, and Euro-Atlantic
     Securities, Inc. of Chicago Illinois, from November 1993 to June 1994, both
     of which were registered broker-dealers at all relevant times.

          B.   Between 1993 and 1994, Baier received $9,500 in cash from Gary
                              

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






     Salter ("Salter"), or entities controlled by Salter, in exchange for
     Baier's inducing his clients to purchase securities in United States
     Exploration, Inc. and Linium Technology Inc.

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

          D.   On January 15, 1997, Baier 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 paragraph III.B.
     and C., above.  United States v. Baier, Case No. 96-6145CR-Zloch (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 Baier and impose the
     remedial sanction specified therein.

          Accordingly, IT IS ORDERED that Baier 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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