UNITED STATES SECURITIES AND EXCHANGE COMMISSION

             SECURITIES EXCHANGE ACT OF 1934
             Release No. 40256 / July 23, 1998

             ADMINISTRATIVE PROCEEDING File No. 3-9654



             ORDER INSTITUTING ADMINISTRATIVE PROCEEDINGS PURSUANT TO
             SECTIONS 15(b)(6) and 19(h) OF THE SECURITIES EXCHANGE ACT
             OF 1934

             The Commission announced today that it instituted
             administrative proceedings against Eugene Laff ("Laff"),
             Stanley Aslanian, Jr. ("Aslanian"), and Lawrence Caito
             ("Caito") to determine whether they should be sanctioned in
             the public interest based on Caito's injunction for
             secutities fraud and Laff's and Aslanian's criminal
             convictions for securities fraud.

             More specifically, the Order alleges that over a two-year
             period, from October 1985 through October 1987, the
             respondents, together with other brokers and dealers,
             engaged in a scheme to defraud the investing public by
             manipulating the over-the-counter NASDAQ market for the
             securities of seven companies: Big O Tires, Inc. (and its
             predecessor company, Tires, Inc.), Cliff Engle Ltd., Digital
             Metcom, Inc., Flores de New Mexico, Inc., Fountain Powerboat
             Industries, Inc., TS Industries, Inc., and Tunex
             International, Inc.  The Order alleges that the respondents
             and the other brokers and dealers artificially increased the
             prices of those stocks by more than $644 million and then
             maintained and prevented the decline in the price of those
             stocks, despite the publication of news articles containing
             highly negative information about the companies, despite
             substantial short selling, and despite the Market Break of
             1987.

             Respondents Laff and Aslanian were both criminally charged
             for their respective roles in the scheme.  Aslanian pleaded
             guilty to one felony count of conspiracy to commit
             securities fraud in violation of 18 U.S.C. 371.  On December
             8, 1989, Laff was convicted in the Southern District of New
             York of the following: one count of conspiracy to manipulate
             the securities of Big O Tires, Flores de New Mexico and TS
             Industries; two counts of securities fraud (manipulation);
             one count of mail fraud; and one count of obstruction of
             justice.

             Caito was a defendant in the Commission's civil injunctive
             case which went to trial in the Southern District of New
             York in December 1994.  Following that trial, the court
             found Caito and his now-defunct company, Capital Shares, had
             violated Section 17(a) of the Securities Act of 1933,
             Sections 9(a)(2), 10(b), 15(c)(1), 15(c)(2) and 17(a)(1) of
             the Securities Exchange Act of 1934, and Rules 10b-5, 15c1-
             2, 15c2-7, 17a-3 and 17a-4 promulgated thereunder.  SEC v.
             Henry W. Lorin, 877 F. Supp. 192 (S.D.N.Y. 1995).  On May
             10, 1996, the United States District Court for the Southern
             District of New York entered a final judgment permanently
             enjoining Caito from violating those provisions of the
             federal securities laws.  See SEC v. Henry W. Lorin, 90 Civ.
             7461 (May 10, 1996).  The district court's decision was
             affirmed on appeal.  SEC v. Henry W. Lorin, 76 F.3d 458 (2d
             Cir. 1996).

             A hearing will be held to determine whether the staff's
             allegations are true and to provide respondents Laff,
             Aslanian and Caito with an opportunity to respond to the
             allegations.