SECURITIES EXCHANGE ACT OF 1934
Release No. 41667 / July 28, 1999

ADMINISTRATIVE PROCEEDING
File No. 3-9942

ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST GREAT WHITE MARINE & RECREATION, INC. SEEKING TO REVOKE THE REGISTRATION OF ITS COMMON STOCK

Today, the Commission instituted public administrative proceedings pursuant to Section 12(j) of the Securities Exchange of 1934 ("Exchange Act") against Great White Marine & Recreation, Inc. ("Great White"), a Waco, Texas company whose common stock is registered with the Commission pursuant to Section 12(g) of the Exchange Act. The Division of Enforcement alleges that Great White has engaged in a massive unregistered distribution of some 14 million shares of its common stock from which the company has received approximately $11 million. The Division further alleges that Great White's principal has misappropriated approximately $3.5 million of these funds for his personal purposes. It is further alleged that, in connection with its unregistered distribution, Great White, in a Form 10 filed with the Commission, and in press releases, promotional brochures and postings to the company's Internet website, has made false and misleading statements concerning its financial condition and business prospects, purported audits of the company's financial statements, the number of Great White shares issued and outstanding and sales of the company's stock and the background of its officers, directors and principal management.

A hearing will be held before an administrative law judge to determine whether the staff's allegations against Great White are true, and if so, to determine whether the registration of Great White's common stock should be revoked.