UNITED STATES OF AMERICA
                                      Before the
                          SECURITIES AND EXCHANGE COMMISSION


          INVESTMENT ADVISERS ACT OF 1940
          Release No. 1798 / April 22, 1999

          ADMINISTRATIVE PROCEEDING
          File No. 3-9881

                                        :
          In the Matter of              :    ORDER INSTITUTING PUBLIC
                                        :    PROCEEDINGS, MAKING
          WREN HAROLD HART,             :    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  203(f) of the Investment Advisers Act  of
          1940 ("Advisers Act") against Wren Harold Hart ("Hart").

                                         II.

               In anticipation of the  institution  of these administrative
          proceedings, Hart has submitted an Offer of  Settlement ("Offer")
          to the Commission, which the Commission has determined to accept.
          Solely  for  the  purpose  of  these  proceedings and  any  other
          proceedings  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 with respect to paragraph
          III.A. below, which is admitted, Hart consents to the issuance of
          this Order Instituting Proceedings,  Making Findings and Imposing
          Remedial Sanctions ("Order"), and to the  entry  of  the findings
          and  the  imposition of the remedial sanctions and penalties  set
          forth below.




                                         III.

               The Commission finds the following:[1]

                                     BACKGROUND

               A.   Hart,  age  76,  is  a  resident of Weatherford, Texas.
          Hart,  individually and doing business  as  Financial  Management
          Services  ("FMS"),  was  a registered investment adviser with the
          Commission (File No. 801-12648)  from  1977 to 1997.  Hart’s son-
          in-law was the only other employee of FMS,  and  was  subject  to
          Hart’s  supervision.   On  May  27, 1997, Hart filed a Form ADV-T
          with the Commission representing  that  as of the date of filing,
          the assets under his management were less than $25 million.  As a
          result,  Hart was no longer required to be  registered  with  the
          Commission.   On   July   8,   1997,  Hart’s  investment  adviser
          registration  was  effectively  withdrawn  with  the  Commission.
          Further, in December 1997, Hart’s investment adviser registration
          was withdrawn with the State of Texas.

               B.   Between January 1994 and  October 1997, FMS managed the
          assets  of approximately 50 clients totaling  approximately  $6.8
          million.   FMS  charged  an  annual  management  fee of up to one
          percent on assets valued at up to $50,000 and half  of  a percent
          on assets exceeding this amount.

                            UNDERLYING VIOLATIVE CONDUCT

               C.   As  set  forth in paragraphs D, E, and F, herein,  from
          approximately October  1993  through October 1997, Hart’s son-in-
          law willfully violated Section  17(a)  of  the  Securities Act of
          1933  ("Securities  Act")  and  Section  10(b) of the  Securities
          Exchange Act of 1934 ("Exchange Act") and  Rule 10b-5 thereunder,
          and  willfully aided and abetted violations of  Sections  206(l),
          206(2)  and  204  of the Advisers Act and Rules 204-2(a) (3), (7)
          and (9), thereunder.

               D.   In four separate  transactions between October 1993 and
          November  1996,  Hart’s son-in-law  misappropriated  a  total  of
          $155,000 from two  FMS  clients.  In October 1993, the son-in-law
          fraudulently induced a client  to  give  him a blank check in the
          amount of  $65,000 based on his misrepresentation  that  he would
          invest  the  funds  in  a  mutual  fund.  Instead, the son-in-law
          deposited the check into a personal  account.   In  January 1995,
          the  son-in-law  also withdrew  $20,000 from the same FMS  client
          without the client’s  authority.   In  June  and August 1996, the
          son-in-law  fraudulently  caused a brokerage firm  to  issue  two
          checks  to another FMS client  in  the  amounts  of  $50,000  and
          $20,000,   respectively.   The  son-in-law  forged  the  client’s
          signature on  each  check  and  deposited  them  into  a personal
          checking account.

               E.   From  in  or  about  the  first quarter of 1994 through
          October  1997,  Hart’s  son-in-law  made   false  and  misleading
          statements to clients regarding the values of  their investments.
          During  this  period,  the son-in-law provided clients  with  FMS
          account statements, usually quarterly, that materially overstated
          the values of their FMS  accounts.   Over 30 clients received FMS
          account statements which collectively  overstated  the  values in
          their accounts by approximately $807,000.  In addition, the  son-
          in-law  provided certain clients with altered mutual fund company
          statements   which   contained   false   account   values.    The
          overstatements  caused  FMS to receive excess management fees and
          caused the performance figures  in  the  clients’  accounts to be
          materially overstated. [2]

               F.   As a result of the son-in-law’s misconduct,  FMS failed
          to  make  and  keep  true, accurate and current books and records
          required to be maintained  by investment advisers.  Specifically,
          as a result of the son-in-law’s  misconduct,  FMS  did not keep a
          memorandum  of  each order to purchase or sell shares  in  mutual
          funds, FMS failed  to  keep  mutual  fund  statements for certain
          client  accounts,  and FMS did not maintain the  required  mutual
          fund documents for some  clients  that permitted trading on their
          behalf.

                       HART’S FAILURE REASONABLY TO SUPERVISE

               G.   During  the  period  set  forth   above,   Hart  failed
          reasonably to supervise, within the meaning of Section  203(e)(6)
          of the Advisers Act, his son-in-law with a view toward preventing
          violations  of   Section  17(a) of the Securities Act and Section
          10(b) of the Exchange Act and  Rule  10b-5 thereunder, and aiding
          and abetting violations of Sections 206(l), 206(2) and 204 of the
          Advisers Act  and Rules 204-2(a) (3),  (7)  and  (9), thereunder.
          As  the  registered investment adviser, Hart was responsible  for
          supervising his son-in-law.

               H.   Hart  received  several  complaints  from  FMS  clients
          regarding  the son-in-law’s activities.  For example, in November
          1996, an FMS  client  complained  to Hart that the son-in-law had
          misappropriated  a  total  of  $85,000   from  his  FMS  account.
          Moreover,  during  1996 and 1997, certain clients  complained  to
          Hart  concerning  the   inflated  values  on  their  FMS  account
          statements.  Despite receiving  these  complaints, Hart conducted
          no meaningful follow-up with respect to  the  activities  of  his
          son-in-law.   Hart failed to compare or reconcile the FMS account
          statements with  the  underlying brokerage account statements for
          each FMS client to determine  if  the value of their accounts had
          also been overstated.  Hart also failed  to conduct any review or
          make inquiries to determine if his son-in-law had misappropriated
          funds from any other FMS clients.  Moreover,  Hart  continued  to
          allow  his son-in-law to prepare false and misleading FMS account
          statements and to have access to client funds.


          **FOOTNOTES**

            [1]:  The  findings  herein  are  made  pursuant  to  the  Offer of Settlement
            submitted by Hart and are not binding on any other person or entity named as a
            respondent in this or any other proceeding.


            [2]: Since the Commission staff began its investigation into this matter, Hart
            has  paid  FMS  clients  approximately  $540,000  as  compensation   for   the
            overstatements.   Hart  has  also  paid  approximately $135,000 to the clients
            whose funds were misappropriated by Hart’s son-in-law.




                                         IV.

               In   view  of  the  foregoing,  the  Commission   deems   it
          appropriate  and  in  the public interest to impose the sanctions
          and penalties specified by Hart in his Offer.

               Accordingly, IT IS ORDERED THAT:

               A.   Hart is suspended  from association with any investment
          adviser for a period of three  months effective the second Monday
          following the entry of this Order.

               B.   Hart is suspended from  acting  in  any  supervisory or
          proprietary capacity with any investment adviser for  a period of
          nine  months  immediately  following the period of his suspension
          from association.  Hart shall  provide  to the Commission, within
          10  days  after the end of the nine month suspension  period,  an
          affidavit that he has complied with the terms of the suspensions.

               C.   Hart  shall, within 10 days of the entry of this Order,
          pay a civil money  penalty in the amount of $10,000 to the United
          States Treasury.  Such  payment  shall  be:  (a)  made  by United
          States postal money order, certified check, bank cashier's  check
          or bank money order; (b) made payable to the U.S. Securities  and
          Exchange   Commission;   (c)  hand-delivered  or  mailed  to  the
          Comptroller,  Securities  and   Exchange  Commission,  Operations
          Center, 6432 General Green Way, Stop  0-3,  Alexandria, VA 22312;
          and (d) submitted under cover letter which identifies  Hart  as a
          Respondent  in  these  proceedings,  the  file  number  of  these
          proceedings,  a  copy  of  which  cover letter and money order or
          check   shall   be   sent  to  Harold  F.  Degenhardt,   District
          Administrator, Securities  and  Exchange  Commission,  801 Cherry
          Street, 19th Floor, Fort Worth, Texas 76102.


               By the Commission.



                                             Jonathan G. Katz
                                             Secretary