UNITED STATES OF AMERICA
                                      Before the
                    SECURITIES AND EXCHANGE COMMISSION



     INVESTMENT ADVISERS ACT OF 1940
     Release No. 1652 / August 27, 1997

     ADMINISTRATIVE PROCEEDING
     File No. 3-9377

     - - - - - - - - - - - -  x
                              :
     In the Matter of         :         ORDER INSTITUTING
                              :         PROCEEDINGS, MAKING
     PETER S. ALSOP           :         FINDINGS, AND IMPOSING
                              :         REMEDIAL SANCTIONS     
                              :
               Respondent.    :     
     - - - - - - - - - - - -  x




                                          I.

          The Securities and Exchange Commission ("Commission") deems it
     appropriate and in the public interest that a public administrative
     proceeding be instituted against Peter S. Alsop ("Alsop") pursuant to
     Section 203(f) of the Investment Advisers Act of 1940 ("Advisers Act").

                                         II.

          In anticipation of the institution of this administrative proceeding,
     Alsop has submitted an Offer of Settlement ("Offer") 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 to which
     the Commission is a party, and without admitting or denying the findings
     contained herein, except as to Paragraphs III.A. and B. below, and as to
     the Commission's jurisdiction over Alsop and over the subject matter of the
     proceeding, which Alsop admits, Alsop consents to the issuance of this
     Order Instituting Proceedings, Making Findings, and Imposing Remedial
     Sanctions ("Order"). 

          Accordingly, IT IS ORDERED that an administrative proceeding pursuant
     to Section 203(f) of the Advisers Act be and hereby is instituted against
     Alsop.


                                        III. 





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

          A.   Beginning in or about November 1991, Tandem Management Inc.
     ("Tandem") was a registered investment adviser located in New York, New
     York.  Alsop was Vice President and a one-third co-owner of Tandem from its
     inception through approximately mid-1993, when his association with Tandem
     ended.

          B.   Alsop was permanently enjoined by the United States District
     Court for the Southern District of New York in SEC  v. Tandem Management
     Inc., William F. Branston, Eugene B. Deveney, and Peter S. Alsop, 95 Civ.
     8411 (JGK)(October 11, 1995), from violating Sections 204, 206 (1), 206
     (2), and 206 (4) of the Advisers Act, and Rules 204-2,  206(4)-1, and
     206(4)-4 thereunder.

          C.   The Commission's Complaint in the above-referenced action
     alleged, among other things, that:

               1.   Alsop aided and abetted Tandem's violations of Sections
               206(1) and 206(2) of the Advisers Act (i) in connection with
               certain soft dollar arrangements with broker-dealers by
               submitting invoices for reimbursement multiple times, altering
               invoices which were then submitted for reimbursement multiple
               times, and (ii) by including false and misleading information in
               certain of Tandem's marketing material.

               2.   Alsop aided and abetted Tandem's violations of Section
               206(4) of the Advisers Act, and Rules 206(4)-1 and 206(4)-4
               thereunder by (i) including false and misleading information in
               Tandem's performance advertising, and (ii) failing to disclose to
               clients that Tandem's financial condition threatened its ability
               to perform its obligations.

               3.   Alsop aided and abetted Tandem's violations of Section 204
               of the Advisers Act, and Rule 204-2 thereunder by failing to make
               and/or maintain certain books and records required by law.










                              

          <(1)>     The findings herein are made pursuant to Alsop's Offer
                    and are not binding on any other person or entity in
                    this or any other proceeding.

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





     IV. 

          Based upon the foregoing, it is in the public interest to impose the
     sanction specified in the Offer.  Accordingly,

          IT IS HEREBY ORDERED, effective immediately, that Alsop be, and hereby
     is, barred from association with any broker, dealer, investment company,
     investment adviser, or municipal securities dealer.


          By the Commission.




                                             Jonathan G. Katz
                                             Secretary



































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