UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 39002 / September 2, 1997 INVESTMENT ADVISERS ACT OF 1940 Release No. 1655 / September 2, 1997 ADMINISTRATIVE PROCEEDING File No. 3-9384 - - - - - - - - - - - - - - - x : : ORDER INSTITUTING PUBLIC : PROCEEDINGS PURSUANT TO In the Matter of : SECTIONS 15(b) AND 19(h) OF : THE SECURITIES EXCHANGE ACT OF BARBARA B. NOLAN, : 1934 AND SECTION 203(f) OF THE : INVESTMENT ADVISERS ACT OF : 1940, MAKING FINDINGS, AND : IMPOSING REMEDIAL SANCTIONS Respondent. : - - - - - - - - - - - - - - - x I. The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that public administrative proceedings be instituted against Barbara B. Nolan ("Nolan") pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 ("Exchange Act") and Section 203(f) of the Investment Advisers Act of 1940 ("Advisers Act"). II. In anticipation of the institution of these administrative proceedings, Nolan 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 in which the Commission is a party, and without admitting or denying the findings contained herein, except as to jurisdiction and the facts set forth in Paragraphs III.A. through III.C below, which are admitted, Nolan consents to the issuance of this Order Instituting Public Proceedings Pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions ("Order"). ======END OF PAGE 1====== Accordingly, IT IS ORDERED that administrative proceedings pursuant to Sections 15(b) and 19(h) of the Exchange Act and Section 203(f) of the Advisers Act be, and hereby are, instituted against Nolan. III. On the basis of this Order and the Offer, the Commission makes the following findings:<(1)> A. GB Resources, Inc. ("GB Resources") was registered with the Commission as an investment adviser from April 28, 1982 through June 19, 1995. B. From February 1982 through June 1995, Nolan was the executive vice-president and co-owner of GB Resources and was associated with a broker-dealer registered with the Commission. C. On November 21, 1995, in the United States District Court for the District of Connecticut, on the basis of her prior guilty plea, Nolan was convicted of one count of unlawfully converting and misappropriating funds from an employee pension plan, in violation of 18 U.S.C.  664. United States v. Barbara Nolan, Case No. 3:95CR2 (D. Conn. 1995). D. The indictment underlying Nolan's conviction alleged, inter alia, that from in or about June 1983 to in or about October 1990, GB Resources and Nolan acted as investment advisers and fiduciaries to an employee benefit plan (the "Plan"), within the meaning of the Employee Retirement Income Security Act of 1974, and that Nolan used her position as investment adviser and fiduciary to embezzle, steal and convert to her own use and the use of others, the money, funds, property, and other assets of the Plan. E. On November 21, 1995, Nolan was sentenced to imprisonment for a term of 37 months and ordered to pay restitution of $2,316,612 and a special assessment of $50. On January 24, 1997, Nolan's sentence was reduced to 16 months. <(1)> The findings herein are made pursuant to Nolan's Offer of Settlement and are not binding on any other person or entity in this or any other proceeding. ======END OF PAGE 2====== IV. Based on the foregoing, the Commission deems it appropriate and in the public interest to accept Respondent's Offer, and, accordingly: IT IS HEREBY ORDERED, effective immediately, that Respondent Nolan be, and hereby is, barred from associating with any broker, dealer, investment adviser, investment company, or municipal securities dealer. By the Commission. Jonathan G. Katz Secretary ======END OF PAGE 3====== SERVICE LIST Rule 141 of the Commission's Rules of Practice provides that the Secretary, or another duly authorized officer of the Commission, shall serve a copy of an order instituting public proceedings on each person named as a party in the order and their legal agent. The attached Order Instituting Public Proceedings Pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940, Making Findings, and Imposing Remedial Sanctions against Barbara B. Nolan has been sent to the following parties and other persons entitled to notice: Honorable Brenda P. Murray Chief Administrative Law Judge Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Stop 11-6 Securities and Exchange Commission Division of Enforcement 450 Fifth Street, N.W., Mail Stop 8-11 Washington, D.C. 20549 Attention: Jill M. Peterson Securities and Exchange Commission Northeast Regional Office 7 World Trade Center - 13th Floor New York, New York 10048 Attention: Daniel W. Kim, Esq. Barbara B. Nolan c/o Ronald G. Russo, Esq. 950 Third Avenue New York, NY 10022 Ronald G. Russo, Esq. 950 Third Avenue New York, NY 10022 Counsel for Barbara B. Nolan