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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 37743 / September 27, 1996

Administrative Proceeding
File No. 3-9114

ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST PHILADELPHIA
INVESTORS, LTD. AND CLARENCE Z. WURTS

     The Securities and Exchange Commission announced that
administrative proceedings pursuant to Sections 15(b) and 19(h)
of the Securities Exchange Act of 1934 ("Exchange Act") have been
instituted against Philadelphia Investors, Ltd. ("Philadelphia
Investors"), a registered broker-dealer, and Clarence Z. Wurts
("Wurts"), the owner, president and a principal of Philadelphia
Investors.  The Commission's Order alleges that Philadelphia
Investors and Wurts failed to reasonably supervise Michael G.
Cohen ("Cohen"), a registered representative formerly associated
with the firm, in connection with Cohen's scheme to defraud
investors of approximately $500,000 through the sale of interests
in six limited partnerships.  

     The Order alleges that Cohen formed the partnerships to
invest in publicly traded securities and that his trading on
behalf of each partnership ultimately produced massive losses. 
However, Cohen concealed the trading losses from investors by
creating fictitious monthly account statements and tax documents.

Cohen further created the appearance of successful trading by
sending investors periodic distributions consistent with the
reported, but fictitious, profits.  The source of these
distributions was new investors funds raised from sales of
interests in successive limited partnerships.  See  U.S. v.
Michael G. Cohen, Criminal No. 95-421 (E.D. Pa.)(Cohen's criminal
conviction); In re Michael G. Cohen, Exch. Act Rel No. 34-37742
(September 27, 1996) (imposing comprehensive bar).

     The Order further alleges that Philadelphia Investors and
Wurts failed to establish and/or enforce policies and procedures
designed to detect and prevent the type of fraudulent conduct
engaged in by Cohen and failed to respond to warning signs
concerning Cohen's activities.  The Order alleges, among other
things, that Philadelphia Investors and Wurts failed to:  (i)
establish any written procedures regarding the outside business
activities of the firm's registered representatives;
(ii) establish oversight procedures for the offering of interests
in one of Cohen's partnerships even though it was marketed to
investors as an in-house product by registered representatives
who were associated with the firm; and (iii) establish heightened
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supervisory procedures over Cohen despite Cohen's disciplinary
history for unauthorized options trading.