Administrative Proceeding
                                                        File No.     3-9737


                               UNITED STATES OF AMERICA
                                      Before the
                          SECURITIES AND EXCHANGE COMMISSION

          Securities Exchange Act of 1934
          Release No.    40494 / September 29, 1998

          _________________________
                                   :  ORDER INSTITUTING
          In the Matter of         :  PROCEEDING PURSUANT TO
                                   :  SECTION 15(b)(6) OF THE
          Mike Zaman,              :  SECURITIES EXCHANGE ACT OF 1934,
                                   :  MAKING FINDINGS, AND IMPOSING
                      Respondent   :  SANCTIONS
                                   :
          _________________________:
                                          I.

               The Securities and Exchange Commission (the "Commission")
          deems it appropriate and in the public interest that a proceeding
          pursuant to Section 15(b)(6) of the Securities Exchange Act of
          1934 (the "Exchange Act") be instituted against Mike Zaman
          ("Respondent" or "Zaman").

               In anticipation of the institution of this proceeding,
          Respondent has submitted an Offer of Settlement (the "Offer") to
          the Commission which the Commission has determined to accept.
          Solely for the purposes 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 the entry of the
          injunction set forth in Section II.B. below and as to the
          jurisdiction of the Commission over him and the subject matter of
          the proceeding, which are admitted, Respondent consents to the
          issuance of this Order Instituting Proceeding Pursuant To Section
          15(b)(6) of the Securities Exchange Act of 1934, Making Findings,
          And Imposing Sanctions ("Order"), the entry of the findings
          contained herein, and the imposition of the sanction set forth
          below.

               Accordingly, IT IS ORDERED that a proceeding pursuant to
          Section 15(b)(6) of the Exchange Act be, and hereby is,
          instituted.






                                         II.

               On the basis of this Order and the Offer submitted by Zaman,
          the Commission finds[1] that:

               A.  From late 1994 through May 1996, Zaman was associated
          with Smith, Benton & Hughes, Inc. ("Smith Benton"), a broker-
          dealer registered with the Commission pursuant to Section 15 of
          the Exchange Act.  At all relevant times, Zaman owned, controlled
          and directed the activities of Smith Benton.  He also served as
          Smith Benton's president and head trader.

               B.  On June 29, 1998, a Final Judgment as to Zaman was
          entered by the United States District Court for the Central
          District of California in an action styled Securities and
          Exchange Commission v. Andrew S. Pitt, et al., Civ. Action No.
          96-4164 (MRP)(C.D.Cal. filed June 17, 1996), which permanently
          enjoins Zaman from future violations of Section 17(a) of the
          Securities Act of 1933 (the "Securities Act"), and Sections 10(b)
          and 15(c)(1)(A) of the Exchange Act and Rules 10b-5, 15cl-2, and
          15cl-8 promulgated thereunder.

               C.    According to the Findings of Fact and Conclusions of
          Law (the "Findings") entered on May 26, 1998 by Judge Pfaelzer in
          SEC v. Pitt, et al., Zaman violated the antifraud provisions of
          the federal securities laws by engaging in the following conduct.
          From February 14 through May 28, 1996, Smith Benton generated
          substantially all of the retail demand for Conectisys Corporation
          common stock and controlled the supply of Conectisys stock on the
          market so that demand always exceeded supply.  By doing so, Zaman
          and Smith Benton controlled the number of Conectisys shares
          available for sale on the market, dictated the prices at which
          those shares traded and artificially increased the price of stock
          purchased by retail customers.  Zaman manipulated the price of
          Conectisys stock by engaging in so-called "daisy chain" trading
          with market participants to fill retail customer orders, inducing
          broker-dealers to enter arbitrary quotes and frequently "marking
          the close," that is, orchestrating end-of-day trades that were
          executed at the highest price of the day.  The Findings also state
          that Smith Benton's retail salesmen solicited retail customers to
          purchase Conectisys stock through "cold call" sales presentations
          that omitted to disclose material negative information about
          Conectisys, and through the dissemination of a business plan
          containing highly inflated projections of revenue and inflated
          asset valuations.

          **FOOTNOTES**

            [1]: The findings herein are not binding on anyone other than Respondent.






                                        III.

               In view of the foregoing, the Commission deems it appropriate 
          and in the public interest to impose the following sanction specified 
          in Zaman's Offer.

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

               By the Commission.




               Jonathan G. Katz
               Secretary