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             U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 15241 / February 3, 1997

SECURITIES AND EXCHANGE COMMISSION v. BENJAMIN FRANKLIN BUSH,
III, and BEN BUSH INVESTMENT MANAGEMENT, INC., a California
corporation, Civil Action No. 96-6748 (RSWL) (Ex) (C.D. Cal.)

     The Securities and Exchange Commission announced that on
January 24, 1997, Judgments of Permanent Injunction and Other
Relief were entered against Ben Bush Investment Management, Inc.
("BBIM"), an investment adviser registered with the Commission,
and its president, Benjamin Franklin Bush, III.  The judgments
permanently enjoin Bush and BBIM from future violations of
Section 17(a) of the Securities Act of 1933, Section 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder and
Sections 206(1) and 206(2) of the Investment Advisers Act of 1940
("Advisers Act"), antifraud provisions; Section 206(4) of the
Advisers Act and Rule 206(4)-2 thereunder, custody and possession
violations; Section 204 of the Advisers Act and Rules 204-
1(b)(2), 204-2(a) and 204-2(b) thereunder, books and records
violations; and Section 207 of the Advisers Act, registration
filings violations.  The judgments further provide that Bush and
BBIM shall pay disgorgement, prejudgment interest, and civil
penalties in amounts subsequently to be determined by the Court. 
Bush and BBIM consented to the entry of the judgments without
admitting or denying the Commission's allegations.  In addition,
Bush agreed to be barred from the securities industry, and BBIM
consented to a revocation of its registration as an investment
adviser.

     In its complaint, the Commission alleged that Bush, through
BBIM, manages approximately $10 million for wealthy and
sophisticated clients nationwide.  The Commission alleged, among
other things, that from January 1995 through the filing of the
Commission's action on September 25, 1996, Bush: 
(a) misappropriated at least $450,000 of his clients' funds
accepting money from clients to purchase investments on their
behalf, but failing to purchase the investments; (b) commingled
client funds with his own funds in a single corporate bank
account which he used like a private checking account to pay his
own expenses, such as rent, alimony and car insurance, and to
purchase such personal items as hockey tickets and jewelry; (c)
sent his clients false account statements, fraudulently showing
that he had purchased investments on their behalf; (d) used
forged brokerage statements to solicit clients' business; and (e)
induced several of his clients to purchase Brazilian bonds of
uncertain value issued in 1902 and 1915 which Bush kept in his
safety deposit box at his local bank.   

     On September 26, 1996, the Commission obtained a temporary
restraining order against Bush and BBIM which ordered them to
immediately cease their fraudulent activities, and an order
placing a freeze on Bush's assets to protect investor funds.  On
October 4, 1996, the Court entered a preliminary injunction
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against Bush and BBIM, which continued to bar them from their
fraudulent activities and continued the asset freeze.

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     For further information, see Litigation Release Nos. 15101
and 15132.