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                     UNITED STATES OF AMERICA
                            before the
                SECURITIES AND EXCHANGE COMMISSION

INVESTMENT ADVISERS ACT OF 1940
Release No. 1546 / January 16, 1996

ADMINISTRATIVE PROCEEDING 
File No. 3-8923

------------------------------------
                                   :  ORDER INSTITUTING PUBLIC
     In the Matter of              :  PROCEEDINGS PURSUANT TO
                                   :  SECTION 203(f) OF THE
JOSEPH EDWIN GIEWARTOWSKI,         :  INVESTMENT ADVISERS ACT
                                   :  OF 1940, AS AMENDED,
          Respondent.              :  MAKING FINDINGS AND
                                   :  IMPOSING REMEDIAL SANCTIONS
                                   :
                                   :
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                                I.
     The Commission deems it appropriate and in the public
interest to institute administrative proceedings against Joseph
Edwin Giewartowski ("Giewartowski"), pursuant to Section 203(f)
of the Investment Advisers Act of 1940, as amended ("Advisers
Act").  Accordingly, IT IS HEREBY ORDERED that said proceedings
be, and hereby are instituted.

     Simultaneously with the institution of these proceedings,
Giewartowski (the "Respondent") has submitted an Offer of
Settlement ("Offer") solely for the purpose of these proceedings
and any other proceedings brought by or on behalf of the
Commission or in which the Commission is a party.  In the
Respondent's Offer, which the Commission has determined to
accept, Giewartowski, prior to a hearing pursuant to the
Commission's Rules of Practice, 17 C.F.R. Section 201.1 et seq.,
and without admitting or denying the findings contained herein,
except as to the jurisdiction of the Commission over him and over
the subject matter of these proceedings, as set forth in Section
II, Paragraph 1, and as to the entry of an injunction set forth
in Section II, Paragraph 3 below, which are admitted, consents to
the entry of findings and sanctions set forth below.
                               II.

     On the basis of this Order Instituting Public Proceedings
Pursuant to Section 203(f) of the Investment Advisers Act of
1940, as Amended, Making Findings, and Imposing Remedial
Sanctions

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("Order"), and the Offer, the Commission finds that: -[1]-

     1.   Between approximately December 1981 and November 1987,
Giewartowski was associated as the president, registered agent,
and principal of Investors Income Systems of Florida, Inc.
("IISF"), an investment adviser that was registered with the
Commission.

     2.   Commencing in at least November 1987 and continuing
through June 1995, IISF was an unregistered investment adviser,
and Giewartowski remained associated with IISF.

     3.   On June 19, 1995, a final judgment of permanent
injunction was entered against Giewartowski, IISF, and Joan Marie
Giewartowski in the United States District Court for the Middle
District of Florida.  SEC v. Joseph Edwin Giewartowski and Joan
Marie Giewartowski, Case No. 95-554-CIV-ORL-22 (M.D. Fla.).  The
final judgment permanently enjoins them from further violations
of Section 17(a) of the Securities Act of 1933, Section 10(b) of
the Securities Exchange Act of 1934 and Rule 10b-5 thereunder,
and Sections 203(a), 206(1), 206(2), and 206(4) of the Advisers
Act and rule 206(4)-4 thereunder.

     4.   The Commission's Verified Complaint alleged that
Giewartowski acted as an unregistered investment adviser.  The
Verified Complaint also alleged that Giewartowski offered
securities in the form of investment contracts and/or promissory
notes, solicited investment funds through material
misrepresentations and omissions, made false statements to
investors concerning the nature and value of their investments,
commingled his clients' investment funds with his personal funds,
and caused investors to incur losses in excess of $1,000,000.

                               III.

     In view of the foregoing, the Commission deems it
appropriate and in the public interest to impose the sanctions
specified in the Respondent's Offer.






















--------- FOOTNOTES ---------

-[1]-     The  findings   herein   are  made   pursuant  to   the
Respondent's Offer and  are not  binding on any  other person  or
entity named as a Respondent in this or any other proceeding.

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     ACCORDINGLY, IT IS FURTHER ORDERED that:

     Giewartowski is barred from association with any broker,
dealer, municipal securities dealer, investment adviser, or
investment company.

     By the Commission.



                                        Jonathan G. Katz
                                        Secretary