FOR IMMEDIATE RELEASE                                      97-40


            SEC TO CONSIDER TWO ITEMS AT OPEN MEETING


     Washington, D.C., May 9, 1997 -- The Securities and Exchange
Commission will consider two items at an open meeting conducted
under the Government in the Sunshine Act on Monday, May 12, at 2:00
p.m.  The meeting will be held in Room 1C30, at the Commission's
headquarters building, 450 Fifth Street, N.W., Washington, D.C. 
The items for discussion are:


     -    whether to adopt amendments to Rule 17f-5 under the
          Investment Company Act. This rule governs the custody of
          assets of registered management investment companies
          (funds) outside the United States.  The amendments would
          revise the findings that must be made in connection with
          foreign custody arrangements, permit fund boards of
          directors to delegate their responsibilities to select
          and monitor foreign custodians, and expand the class of
          eligible foreign custodians.


     -    whether to adopt rules and rule amendments under the
          Investment Advisers Act to implement certain provisions
          of the Investment Advisers Supervision Coordination Act
          (Coordination Act).  The Coordination Act amended the
          Advisers Act to, among other things, reallocate the
          responsibilities for regulating investment advisers
          between the Commission and the securities regulatory
          authorities of the states.  Generally, the Coordination
          Act provides for Commission regulation of advisers with
          $25 million or more of assets under management, and state
          regulation of advisers with less than $25 million  of
          assets under management.  The rules and rule amendments
          would establish the process by which advisers that are
          currently registered with the Commission determine their
          status as Commission- or state-registered advisers after
          July 8, 1997, the effective date of the Coordination Act;
          amend Form ADV to require advisers to report annually to
          the Commission information relevant to their status as
          Commission-registered advisers; relieve advisers of the
          burden of having frequently to register and then de-
          register with the Commission as a result of changes in
          the amount of their assets under management; provide
          certain exemptions from the prohibition on registration
          with the Commission; define certain terms used in the
          Coordination Act; and clarify how advisers should count
          clients for purposes of both the new national de minimis
          exemption from state regulation and the federal de
          minimis exemption from Commission registration.




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Any member of the public who requires auxiliary aids such as a
sign-language interpreter or material on tape to attend a public
meeting should contact Rochelle Franks, Office of Administrative
and Personnel Management, to make arrangements.  Ms. Franks can be
reached at (202) 942-9558, or at a TTY number, (202) 942-4075. 
Staff members at the Commission are encouraged to contact Ms. Frank
if they receive inquiries on availability of auxiliary aids.