UNITED STATES OF AMERICA before the SECURITIES AND EXCHANGE COMMISSION SECURITIES EXCHANGE ACT OF 1934 Release No. 39702 / February, 27, 1998 INVESTMENT ADVISERS ACT OF 1940 Release No. 1703 / February 27, 1998 INVESTMENT COMPANY ACT OF 1940 Release No. 23049 / February 27, 1998 ADMINISTRATIVE PROCEEDING File No. 3-9547 __________________ :ORDER INSTITUTING PUBLIC :ADMINISTRATIVE PROCEEDINGS In the Matter of :PURSUANT TO SECTIONS 15(b) :AND 19(h) OF THE SECURITIES :EXCHANGE ACT OF 1934, SECTION :203(f) OF THE INVESTMENT ROBERT HARDY, :ADVISERS ACT OF 1940 AND :SECTION 9(b) OF THE INVESTMENT Respondent. :COMPANY ACT OF 1940, MAKING :FINDINGS AND IMPOSING REMEDIAL :SANCTIONS __________________ : I. The Securities and Exchange Commission ( Commission ) deems it appropriate and in the public interest that public administrative proceedings be instituted against Robert Hardy ( Hardy or the Respondent ) pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934 ( Exchange Act ), Section 203(f) of the Investment Advisers Act of 1940 ("Advisers Act") and Section 9(b) of the Investment Company Act of 1940 ( Investment Company Act ). In anticipation of the institution of these proceedings, Hardy has submitted an Offer of Settlement (the "Offer") which the Commission has determined to accept. Solely for the purpose of these proceedings and any other proceedings brought by or on behalf of the Commission or to which the Commission is a party, and without admitting or denying any of the findings contained herein, except as to the jurisdiction of the Commission over him and over the subject matter of these proceedings, and the matters set forth in paragraph II. 2. below, which are admitted, Hardy consents to the entry of this Order Instituting Public Proceedings Pursuant to Sections 15(b) and 19(h) of the Securities Exchange Act of 1934, Section 203(f) of the Investment Advisers Act of 1940 and Section 9(b) of the Investment Company Act of 1940, Making Findings, and Imposing Remedial Sanctions (the "Order"), by the Commission. Accordingly, IT IS HEREBY ORDERED that proceedings pursuant to Sections 15(b) and 19(h) of the Exchange Act, Section 203(f) of the Advisers Act and Section 9(b) of the Investment Company Act be, and hereby are, instituted. II. ======END OF PAGE 1====== On the basis of this Order and Hardy s Offer, the Commission finds<(1)> that: 1.Hardy was director of marketing for Carlisle-Asher Management Co. ( CAMC ) between April 1992 and January 1993, and served as president, chief operating officer and a director of CAMC between January 1, 1993 and November 12, 1993. CAMC, a Delaware corporation, was registered with the Commission as an investment adviser between 1968 and 1993. Hardy was also, throughout the relevant period, a registered representative of a broker- dealer registered with the Commission. 2.On January 28, 1998,, a final judgment of permanent injunction was entered against Hardy in the United States District Court for the Southern District of Florida, SEC v. Ronald J. Mitchellette and Robert Hardy, Case No. 97-8064-CIV-HURLEY (S.D. Fla.). The final judgment permanently enjoins Hardy from further violations of Section 17(a) of the Securities Act of 1933 ( Securities Act ) and Section 10(b) of the Exchange Act and Rule 10b- 5 thereunder. 3.In its Complaint, the Commission alleged that, in connection with a private offering of debt securities by CAMC, Hardy, by using an offering document he knew was false in soliciting prospective CAMC investors, engaged in securities fraud, resulting in approximately $1 million in losses to investors. The offering document contained false and misleading statements concerning the source and value of fee-generating mutual funds under CAMC's management; legal proceedings against CAMC and its parent company; CAMC's efforts to acquire other investment advisers; CAMC's financial condition; the amount of commissions paid to brokers; the backgrounds and composition of CAMC's management; and the use of offering proceeds. 4.As described in paragraph II. 3. above, from approximately April 1992 through March 1993, Respondent willfully committed violations of Section 17(a) of the Securities Act, in that, in the offer or sale of securities, by use of the means and instruments of transportation or communication in interstate commerce, and by the use of the mails, directly or indirectly, Respondent employed devices, schemes or artifices to defraud; obtained money or property by means of untrue statements of material facts or omitted to state material facts necessary to make the statements made, in the light of the circumstances under which they were made, not misleading; and engaged in transactions, practices or courses of business which operated as a fraud or deceit upon the purchasers of such securities. 5.As described in paragraph II. 3. above, from approximately April 1992 through March 1993, Respondent willfully committed violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, in that, in connection with the purchase or sale of securities, by use of the means and instruments of transportation or communication in interstate commerce, and by the use of the mails, directly or indirectly, Respondent employed devices, schemes or artifices to defraud; made untrue statements of material facts or omitted to state material facts necessary to make the statements made, in the light of the circumstances under which they were made, not misleading; and engaged in transactions, practices or courses of business which operated as a fraud or deceit upon the purchasers of such securities. III. On the basis of the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in Respondent s Offer. ACCORDINGLY, IT IS ORDERED that: <(1)> The findings herein are made pursuant to Respondent s Offer of Settlement and are not binding on any other person or entity in this or any other proceeding. ======END OF PAGE 2====== Hardy be, and hereby is, barred from association with any broker, dealer, municipal securities dealer, investment adviser, or investment company, with the right to re-apply for association after five years to the appropriate self-regulatory organization, or if there is none, to the Commission. By the Commission. Jonathan G. Katz Secretary ======END OF PAGE 3======