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         UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 37756 / September 30, 1996

Administrative Proceeding
File No. 3-9124

ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDINGS INSTITUTED
AGAINST MICHAEL D. GIBSON, GREGORY C. MOORE, AND JAY D.
LIEBOWITZ; ADMINISTRATIVE PROCEEDINGS INSTITUTED AGAINST DAVID
McCLURE

     The Securities and Exchange Commission has instituted
administrative and cease-and-desist proceedings against Michael
D. Gibson ("Gibson"), Gregory C. Moore ("Moore"), and Jay D.
Liebowitz ("Liebowitz") pursuant to Section 8A of the Securities
Act of 1933 ("Securities Act") and Sections 15(b), 19(h) and 21C
of the Securities Exchange Act of 1934 ("Exchange Act"); and
administrative proceedings against David McClure ("McClure")
pursuant to Sections 15(b) and 19(h) of the Exchange Act.  

     The Commission's Order alleges that, in violation of
Sections 5(a), 5(c) and 17(a) of the Securities Act, Section
10(b) of the Exchange Act and Rule 10b-5 thereunder, Gibson,
Moore and Liebowitz sold more than $2.9 million in unregistered
collateral trust bonds of C'est Lestial Waters, Inc. ("CWI"). 
These sales were made in connection with the fraudulent offering
by CWI and its related entities of certain stocks and bonds. 
Specifically, the Order alleges that, from May 1993 through
January 1995, CWI raised over $7 million from more than 100
investors through the offering and sale of unregistered
collateral trust bonds, as well as the securities of certain
entities related to CWI.  In connection with that offering, CWI
and certain of its principals and agents violated the securities
registration, antifraud and broker-dealer registration provisions
of the federal securities laws, through, among other things,
their misrepresentations and omissions concerning the security
underlying the referenced bonds and their relative safety; their
status as exempt from registration with the Commission; and the
use of offering proceeds.  See SEC v. C'est Lestial Waters, Inc.,
et al., Civ. No. 95-642 (W.D. PA.) (April 27, 1995) (L.R. No.
14484, May 2, 1995).

     The Order alleges that Gibson, Moore and Liebowitz sold the
unregistered collateral trust bonds through misrepresentations
and omissions of facts to investors, including through the
misrepresentation that each investment was secured by a first
lien on specific assets of CWI.  

     The Order further alleges that Gibson made the foregoing
misrepresentations and omissions while acting as an unregistered
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broker-dealer, in violation of Sections 15(a) and 15(c) of the
Exchange Act. 

     Finally, the Order alleges that McClure, a principal of the
O.N. Equities Sales Company ("ONESCO"), a registered broker-
dealer, failed to reasonably supervise Gibson.  The Order alleges
that, while Gibson was associated with ONESCO as a registered
representative, McClure failed to detect, investigate and
adequately respond to warning signs concerning Gibson's
activities in connection with CWI.  Specifically, the Order
alleges that McClure failed to review or direct a review of
Gibson's outside business activity form, which disclosed Gibson's
activities with respect to the CWI bonds.  The Order also alleges
that McClure failed to promptly and adequately investigate
Gibson's activities after receiving information that Gibson was
involved in the sale of bonds.