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             U.S. SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 37232 / May 21, 1996 

In the Matter of Douglas W. Osborne, (Administrative Proceeding
File No. 3-9008. 

     On May 21, 1996, the Commission announced that it instituted
an administrative proceeding against Douglas W. Osborne
("Osborne") to determine what, if any, remedial action is
appropriate.

     In the Order, the Division of Enforcement alleges, among
other things, that Osborne was enjoined from future violations
and aiding and abetting violations of the registration and
antifraud provisions of Sections 5(a), 5(c) and 17(a) of the
Securities Act of 1933 and Section 10(b) of the Securities
Exchange Act of 1934 and Rule 10b-5 thereunder and was ordered to
disgorge $170,849.00, together with prejudgment interest of
$30,752.84.  In its injunctive action, the Commission alleged
that Osborne, through his formerly registered broker-dealer
Osborne, Stern & Company ("OS&C"):  (1) engaged in an
unregistered distribution of Consolidated Energy Systems, Inc.
("CES"), a penny stock security; (2) undisclosed to investors,
dominated and controlled the market in CES shares; and (3)
charged OS&C's clients excessive undisclosed mark-ups between 10%
and 167% for transactions in CES stock.  SEC v. Osborne, Stern &
Co. and Douglas W. Osborne, Civil Action No. 93-5199 AWT (Sx)
(C.D. Cal.).  (See LR-13952.)