UNITED STATES OF AMERICA Before the SECURITIES AND EXCHANGE COMMISSION INVESTMENT ADVISERS ACT OF 1940 Release No. 1665 / September 16, 1997 ADMINISTRATIVE PROCEEDING File No. 3-9412 : In the Matter of : : ORDER INSTITUTING PUBLIC D.L. GRESTY & COMPANY, INC., : PROCEEDINGS, MAKING FINDINGS AND DAVID LEE GRESTY, and : IMPOSING REMEDIAL SANCTIONS MARCIA A. GRESTY, : : Respondents. : : I. The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest that administrative proceedings be instituted pursuant to Sections 203(e) and (f) of the Investment Advisers Act of 1940 against D.L. Gresty & Company, Inc. ("DLG"), David Lee Gresty ("David Gresty"), and Marcia A. Gresty ("Marcia Gresty") (collectively "Respondents"). In anticipation of the institution of these proceedings, Respondents have submitted Offers of Settlement ("Offers") which the Commission has determined to accept. Solely for the purpose of this proceeding and any other proceedings brought by or on behalf of the Commission or in which the Commission is a party, Respondents by their Offers consent to the findings and imposition of the sanctions contained in this Order Instituting Public Proceedings, Making Findings and Imposing Remedial Sanctions ("Order"). Accordingly, IT IS ORDERED that proceedings against Respondents be, and hereby are, instituted. II. On the basis of this Order and the Offers submitted by Respondents, the Commission FINDS that: A. D.L. Gresty & Company, Inc. ("DLG"), located in Denver, Colorado, has been registered with the Commission as an investment adviser since April 11, 1988, originally registered under the name David Lee Gresty. On March 14, 1993 the registered name was changed to D.L. Gresty & Company, Inc. B. At all times pertinent to these proceedings, David Gresty was associated with DLG as the sole owner, president, sole member of the board of directors and manager of DLG. C. At all times pertinent to these proceedings, Marcia Gresty was associated with DLG. She served as vice president, secretary and treasurer of DLG from August 7, 1992 until June 27, 1994. During all times pertinent to these proceedings, she performed bookkeeping and administrative functions for DLG. D. On November 6, 1995, David Gresty pled guilty in the District Court in and for the City and County of Denver State of Colorado to one count of Fraud in the Offer and Sale of Securities in violation of C.R.S. 11-51-501(1), a felony under the laws of the state of Colorado. People of the State of Colorado v. David L. Gresty, Criminal Action No. 95CR4406-10. David Gresty's conviction resulted from his role in misappropriating funds invested with DLG by DLG's advisory clients as described in paragraph II.F. below. On December 18, 1995, David Gresty was sentenced to 10 years in the Community Corrections Program and was ordered to pay restitution of $358,000 jointly and severally with his wife, Marcia Gresty. E. On January 3, 1996, Marcia Gresty pled guilty in the District Court in and for the City and County of Denver State of Colorado to one count of Fraud in the Offer and Sale of Securities in violation of C.R.S. 11-51-501(1), a felony under the laws of the state of Colorado. People of the State of Colorado v. Marcia Gresty, Criminal Action No. 95CR4920-12. Marcia Gresty's conviction resulted from her role in misappropriating funds invested with DLG by DLG's advisory clients as described in paragraph II.F. below. On that date, Marcia Gresty was sentenced to 24 years in the Community Corrections Program and was ordered to pay restitution of $358,000 jointly and severally with her husband, David Gresty. F. The criminal Complaint/Informations pursuant to which David Gresty's and Marcia Gresty's criminal convictions were entered alleged that between February 2, 1992 and May 30, 1995, while conducting the investment advisory business of DLG, David Gresty and Marcia Gresty made untrue statements of material fact, omitted to state material facts necessary to make the statements made not misleading and engaged in a scheme by which David Gresty and Marcia Gresty induced five investment advisory clients of DLG to purchase securities, namely GMAC Jumbo Bonds or other investments, totalling $358,000. Instead of purchasing the securities on behalf of DLG's clients as represented, David Gresty and Marcia Gresty misappro- priated the $358,000 to pay their personal expenses and DLG's business expenses. ======END OF PAGE 2====== III. On the basis of the foregoing, the Commission deems it appropriate and in the public interest to accept the Offers submitted by Respondents and impose the sanctions specified therein. Accordingly, IT IS HEREBY ORDERED that: 1. David Lee Gresty be, and hereby is, barred from association with any broker, dealer, municipal securities dealer, investment adviser or investment company. 2. Marcia A. Gresty be, and hereby is, barred from association with any broker, dealer, municipal securities dealer, investment adviser or investment company. 3. The registration of D.L. Gresty & Company, Inc. as an investment adviser be, and hereby is, revoked. By the Commission. _____________________ Jonathan G. Katz Secretary ======END OF PAGE 3======