UNITED STATES OF AMERICA
                                     Before the 
                          SECURITIES AND EXCHANGE COMMISSION

     SECURITIES ACT OF 1933
     Release No.    7542 / May 22, 1998

     SECURITIES EXCHANGE ACT OF 1934
     Release No.  40023 / May 22, 1998

     ADMINISTRATIVE PROCEEDING
     File No. 3-9544


                                             
                                             :
                                             :   ORDER MAKING FINDINGS AND
          In the Matter of                   :   IMPOSING A CEASE-AND-
                                             :   DESIST ORDER
          RICHARD E. TOBIN,                  :
                                             :
                         Respondent.         :
                                             
                               
                                          I.

          In this proceeding ordered pursuant to Section 8A of the Securities
     Act of 1933 ("Securities Act") and Section 21C of the Securities Exchange
     Act of 1934 ("Exchange Act"),<(1)> Respondent Richard E. Tobin
     ( Respondent  or  Tobin ) has submitted an Offer of Settlement ( Offer )
     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 in which the Commission is a party, and without admitting or
     denying the Commission s findings contained herein, except as to the
     jurisdiction of the Commission over him and over the subject matter of this
     proceeding, Respondent Tobin by his Offer consents to the entry of the
     findings set forth below.







                              

          <(1)>  The Order Instituting Cease-and-Desist Proceeding Pursuant
               to Section 8A of the Securities Act of 1933 and Section 21C
               of the Securities Exchange Act of 1934 ( Order Instituting
               Cease-and-Desist Proceeding ) in this matter was instituted
               on February 23, 1998.  See Securities Act Release No. 7508;
               Exchange Act Release No. 39691.

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                                         II.

          On the basis of this Order, the Order Instituting Cease-and-Desist
     Proceeding, and the Offer, the Commission finds<(2)> that:

          A.   Tobin, age 33, resides in Marina Del Rey, California and has
     never been registered with the Commission in any capacity.

          B.   From at least September 1994 until February 1995, Tobin was
     employed as a sales agent by Tobin Investment Corporation.

          C.   From at least September 1994 until February 1995, Tobin offered
     and sold promissory notes secured by fractionalized and unfractionalized
     deeds of trust to develop a residential real estate project in Las Vegas,
     Nevada called "Rancho Mirage."

          D.   At the time the promissory notes specified in paragraph II.C were
     offered and sold, no registration statement covering the promissory notes
     had been filed or was in effect.

          E.   Tobin violated Section 5(a) of the Securities Act by directly
     making use of any means or instruments of transportation or communication
     in interstate commerce or of the mails to sell securities, and carried or
     caused to be carried through the mails or in interstate commerce, by any
     means or instruments of transportation, securities for the purpose of sale
     or for delivery after sale, when no registration statement was in effect.

          F.    Tobin violated Section 5(c) of the Securities Act by directly
     making use of any means or instruments of transportation or communication
     in interstate commerce or of the mails to offer to sell securities, when no
     registration statement was filed.

          G.   Tobin violated Section 15(a)(1) of the Exchange Act by using the
     mails or any means or instrumentality of interstate commerce to effect
     transactions in, or to induce or attempt to induce the purchase of,
     securities (other than an exempted security or commercial paper, banker's
     acceptances, or commercial bills), without first having been associated
     with a registered broker or dealer.










                              

          <(2)>    The findings herein are made pursuant to Tobin's Offer and are 
                   not binding on any other person or entity named as a respondent 
                   in this proceeding or any other proceeding.

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          III.

          In view of the foregoing, the Commission deems it appropriate to
     accept the Offer submitted by Tobin and to issue the cease-and-desist
     order.

          Accordingly, IT IS HEREBY ORDERED pursuant to Section 8A of the
     Securities Act and Section 21C of the Exchange Act that Respondent Tobin
     cease and desist from committing or causing violations and any future
     violations of Sections 5(a) and 5(c) of the Securities Act and Section
     15(a)(1) of the Exchange Act.

          By the Commission, by its Secretary, pursuant to delegated authority.






                                        Jonathan G. Katz
                                        Secretary
































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