UNITED STATES OF AMERICA
                           before the 
                SECURITIES AND EXCHANGE COMMISSION

SECURITIES EXCHANGE ACT OF 1934
Rel. No. 38657 / May 20, 1997 

Admin. Proc. File No. 3-8509
--------------------------------                               
                               :
      In the Matter of         :  ORDER
                               :  DISMISSING
      RICHARD M. KULAK         :  PROCEEDING  
                               :  
                               :
--------------------------------
     Richard M. Kulak and the staff of the Division of
Enforcement have appealed the September 26, 1995 initial decision
of an administrative law judge.  The law judge found that, from
January to June 1989, Kulak willfully aided, abetted, and caused
certain violations of Sections 9(a)(1), 9(a)(2), and 10(b) of the
Securities Exchange Act of 1934 and Rule 10b-5 thereunder.  He
suspended Kulak from association with any broker or dealer for
five months.  The law judge also ordered Kulak to cease and
desist from committing or causing any future violations of the
provisions he was found to have violated.

     On June 21, 1996, the United States Court of Appeals for the
District of Columbia Circuit ruled that the statute of
limitations contained in 28 U.S.C. Section 2462 prohibited this
Commission from imposing a censure and a supervisory suspension
in an administrative proceeding because the proceeding had been
initiated more than five years after the conduct at issue. 
Johnson v. SEC, 87 F.3d 484 (D.C. Cir. 1996).  On February 14,
1997, Kulak filed a motion to dismiss this proceeding on the
ground that the complaint is time-barred under 28 U.S.C. Section
2462.  Kulak subsequently filed a corrected amended motion to
dismiss.  Our staff does not object to Kulak's amended motion.  

     Accordingly, IT IS ORDERED that the corrected amended motion
of Richard M. Kulak be, and it hereby is, granted; and,
accordingly, that this proceeding be, and it hereby is,
dismissed.

     By the Commission.



                                   Jonathan G. Katz
                                      Secretary