U.S. SECURITIES AND EXCHANGE COMMISSION

Securities Act of 1933
Release No.  7341 / September 27, 1996

Securities Exchange Act of 1934
Release No. 37739 / September 27, 1996

Accounting and Auditing Enforcement
Release No.  829 / September 27, 1996

Administrative Proceeding
File No. 3-9110


In the Matter of Carolyn Safer Kenner

     The Securities and Exchange Commission has issued an order
instituting public administrative proceedings pursuant to Section
8A of the Securities Act of 1933 ("Securities Act") and Section
21C of the Securities Exchange Act of 1934 ("Exchange Act")
against Carolyn Safer Kenner.   Kenner was the Vice President,
Secretary and a director of Ross Cosmetics Distribution Centers,
Inc. ("RCDC"), now known as Tristar Corp., from June 1982 through
May 1989.  

     The order alleges that Kenner violated Sections 10(b) and
14(a) of the Exchange Act, Rules 10b-5 and 13b2-2 promulgated
thereunder, and Section 17(a) of the Securities Act by signing
two RCDC annual reports and one proxy statement that contained
false disclosures and omitted to state material facts regarding
the beneficial ownership of RCDC shares by a foreign entity, by
failing to file a Schedule 13G and amendments thereto, by failing
to file timely a Form 3 and Forms 4, and by signing a letter of
representation to RCDC's auditors falsely claiming that the
company had properly recorded or disclosed in its financials all
related party transactions and that the company's accounting
practices were in conformity with GAAP. 
 
     The order also alleges that Kenner violated Sections 13(d),
13(g) and 16(a) of the Exchange Act and Rules 13d-1, 13d-2 and
16a-1 promulgated thereunder by failing to disclose on Schedule
13G her beneficial ownership of 18 percent of RCDC's outstanding
stock.  As her beneficial ownership in RCDC decreased, Kenner
also failed to file amendments disclosing material changes in her
ownership and also failed to file timely Forms 3 and 4.

     The order further alleges that Kenner caused RCDC to violate
Section 13(a) of the Exchange Act and Rules 12b-20, 13a-1 and
14a-9 promulgated thereunder by signing RCDC's 1987 and 1988
Forms 10-K and a 1988 Proxy when she knew or was reckless in not
knowing that these filings with the Commission contained
materially false and misleading information and omitted to state
material facts.  
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     A public hearing will be held to determine whether the
allegations against Kenner are true, to offer her an opportunity
to establish any defenses to such allegations and to determine
what remedial action, if any, is appropriate.