UNITED STATES OF AMERICA
                                      Before the
                          SECURITIES AND EXCHANGE COMMISSION


             SECURITIES EXCHANGE ACT OF 1934
             Release No.  40452 / September 22, 1998

             ADMINISTRATIVE PROCEEDING
             File No. 3-9709

             __________________________________________
                                                       :
             In the Matter of                          :ORDER INSTITUTING
                                                       :PUBLIC PROCEEDINGS,
             INNOVATIVE CONSULTING SERVICES, INC.      :MAKING FINDINGS AND
             and RICHARD W. MCHENRY                    :IMPOSING REMEDIAL
             __________________________________________:SANCTIONS


                                          I.
             The Securities and Exchange Commission ("Commission") deems
             it appropriate and in the public interest that public
             administrative proceedings be instituted pursuant to
             Sections 15(b) and 19(h) of the Securities Exchange Act of
             1934 ("Exchange Act") against Richard W. McHenry ("McHenry")
             and Innovative Consulting Services, Inc. ("ICS").

             In anticipation of the institution of these proceedings,
             McHenry and ICS have submitted Offers of Settlement
             ("Offers") which the Commission has determined to accept.
             Solely for the purpose of this proceeding and any other
             proceedings brought by or on behalf of the Commission or in
             which the Commission is a party, and without admitting or
             denying the findings contained herein, except for those set
             forth below in Section II, paragraphs A., B. and C, which
             are admitted, McHenry and ICS, by their respective Offers,
             consent to the entry of the findings and imposition of
             sanctions contained in this Order Instituting Public
             Proceedings, Making Findings and Imposing Remedial Sanctions
             ("Order").

             Accordingly, IT IS ORDERED that proceedings, pursuant to
             Sections 15(b) and 19(h) of the Exchange Act, against
             McHenry and ICS be, and hereby are, instituted.








                                         II.

             On the basis of this Order and the Offers submitted by
             McHenry and ICS, the Commission finds[1] that:

             A.Innovative Consulting Services, Inc. has been registered
             with the Commission as a broker-dealer since December 1991.
             At all times relevant to this proceeding, ICS maintained its
             headquarters in Sligo, Pennsylvania.

             B.Richard W. McHenry was, at all times relevant to this
             proceeding, an officer, director and sole shareholder of
             ICS.

             C.On September 18, 1998, an Order of Permanent Injunction
             was entered against ICS and McHenry by the United States
             District Court for the Western District of Pennsylvania, in
             Securities and Exchange Commission v. Richard W. McHenry, et
             al., Civil Action No. 98-1548, pursuant to their consent.
             The Order of Permanent Injunction, inter alia, enjoined
             McHenry and ICS from future violations of Sections 5(a),
             5(c) and 17(a) of the Securities Act of 1933, Section 10(b)
             of the Exchange Act and Rule 10b-5 thereunder.  The Order
             also enjoined ICS from future violations of Section 15(c) of
             the Exchange Act and Rule 15c1-2 thereunder.

             D.The Commission's Complaint alleged that from in or about
             1993 through 1996, McHenry, acting through ICS, made
             misrepresentations and omissions of material fact in
             connection with the solicitation and sale of numerous
             limited partnerships to hundreds of investors.  During the
             course of the scheme, McHenry raised more than $16 million
             from public investors.  The Complaint also alleged that
             McHenry and ICS benefitted financially from their actions.

                                         III.

             On the basis of the foregoing, the Commission deems it
             appropriate and in the public interest to accept the Offers
             submitted by McHenry and ICS and to impose the sanctions
             specified therein.

             Accordingly, IT IS HEREBY ORDERED THAT:

             A.The registration of Innovative Consulting Services, Inc.
             with the Commission as a broker-dealer is revoked.






             B.Richard W. McHenry is barred from association with any
             broker, dealer, municipal securities dealer, investment
             adviser or investment company.

             By the Commission.


             Jonathan G. Katz
             Secretary

             **FOOTNOTES**

             [1]:The findings herein are made pursuant to the respective
             Offers of McHenry andICS and are not binding on any other
             person or entity in this or any otherproceeding.