UNITED STATES OF AMERICA
                                    Before the
                        SECURITIES AND EXCHANGE COMMISSION

        SECURITIES EXCHANGE ACT OF 1934
        Release No.  40788 / December 14, 1998

        ADMINISTRATIVE PROCEEDING
        File No. 3-9790

                                      : ORDER INSTITUTING PUBLIC
        In the Matter of              : ADMINISTRATIVE PROCEEDINGS
                                      : PURSUANT TO SECTIONS 15(b)(6)
        MARISA BARIDIS,               : AND 19(h) OF THE SECURITIES
                                      : EXCHANGE ACT OF 1934, MAKING
                       Respondent.    : FINDINGS, AND IMPOSING
                                      : SANCTIONS

                                         I.

             The Securities and Exchange Commission ("Commission") deems it
        appropriate and in the public interest to institute administrative
        proceedings against Marisa Baridis ("Baridis") pursuant to Sections
        15(b)(6) and 19(h) of the Securities Exchange Act of 1934 ("Exchange
        Act").

                                         II.

             In anticipation of the institution of this proceeding, Baridis
        has submitted an Offer of Settlement, 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
        Commission's findings contained herein, except that Baridis admits
        the jurisdiction of the Commission over her and over the subject
        matter of this proceeding and the Commission's finding that a Final
        Judgment of Permanent Injunction and Other Relief has been entered
        against her as set forth in Section III., Baridis consents to the
        entry of findings and the imposition of the remedial sanction set
        forth below.

                                        III.

             The Commission finds[1] the following:

             A.   Baridis was associated with Smith Barney, Inc., a broker-
        dealer and investment firm registered with the Commission, from
        November 1993 to April 1997, and with Morgan Stanley, Dean Witter,
        Discover & Co., also a broker-dealer and investment firm registered
        with the Commission, from April 1997 to November 1997; and

             B.   On December 3, 1998, the Commission filed a Complaint
        against Baridis and others in SEC v. Baridis, et al., Civil Action
        No. 98-8535 (JSM) (S.D.N.Y.).  On December 10, 1998, the United
        States District Court for the Southern District of New York entered a
        Final Judgment of Permanent Injunction and Other Relief as to Marisa
        Baridis, permanently enjoining Baridis from violating Sections 10(b)
        and 14(e) of the Exchange Act and Rules 10b-5 and 14e-3 thereunder.
        Baridis consented to the entry of the Final Judgment of Permanent
        Injunction and Other Relief against her without admitting or denying
        the allegations in the Complaint.  The Complaint alleged that
        Baridis, beginning in September 1996, and continuing until October
        1997, provided material, non-public information concerning pending
        transactions to Jeffrey Streich, a friend and former broker, who
        traded based on the information and passed it on to others.  The
        Complaint also alleged that in or around December 1996, and
        continuing through September 1997, Baridis provided similar material,
        non-public information to another friend, Mitchell Sher, who also
        traded based on the information.

                                         IV.

                                      FINDINGS

             Based on the foregoing, the Commission finds that Baridis was
        permanently enjoined from violations of certain provisions of the
        federal securities laws.

                                         V.

                                 OFFER OF SETTLEMENT

             Baridis has submitted an Offer of Settlement to the Commission
        in which, prior to a hearing pursuant to the Commission's Rules of
        Practice, 17 C.F.R. 201.1 et seq., and without admitting or denying
        any of the above, except that she admits the jurisdiction of the
        Commission with respect to the matters set forth herein and the entry
        of the injunction, she consents to the issuance of this Order barring
        her from association with any broker, dealer, investment company,
        investment adviser or municipal securities dealer.  The Commission
        deems it appropriate and in the public interest to accept Baridis'
        Offer of Settlement.

        **FOOTNOTES**

          [1]: The findings herein are made pursuant to Respondent Baridis' 
          Offer of Settlement and are not binding on any other person or 
          entity in this or any other proceeding.





                                         VI.

                                        ORDER

             Accordingly, IT IS HEREBY ORDERED, that Baridis is barred from
        association with any broker, dealer, investment company, investment
        adviser, or municipal securities dealer.

             By the Commission.






             Jonathan G. Katz
             Secretary