UNITED STATES OF AMERICA
Before the
SECURITIES AND EXCHANGE COMMISSION

Securities Act of 1933
Release No. 7691 / June 23, 1999

Securities Exchange Act of 1934
Release No. 41551 / June 23, 1999

Administrative Proceeding
File No. 3-9120

In the Matter of		ORDER DECLARING INITIAL
		DECISION FINAL AS TO
STIRES & CO., INC., and		RESPONDENT STIRES & CO., INC.,
SIDNEY H. STIRES,		EXCEPT REDUCING AMOUNT OF
Respondents.		CIVIL PENALTY

I.

     A.The Securities and Exchange Commission instituted public administrative proceedings against respondents Stires & Co., Inc. (now known as Stires, O'Donnell & Company, Inc.), and Sidney H. Stires on September 30, 1996, pursuant to Section 8A of the Securities Act of 1933 ("Securities Act") and Sections 21C and 15(b) of the Securities Exchange Act of 1934 ("Exchange Act").

     B.The law judge held a hearing in this matter on February 3, 4, and 5, 1997. Stires & Co., Inc. ("Stires & Co."), did not present evidence concerning its financial condition at the hearing.

     C.The law judge issued an Initial Decision on August 11, 1998 (Initial Decision Release No. 130), in which she found that both respondents had willfully violated Section 17(a) of the Securities Act and were a cause of and willfully aided and abetted other violations of Section 17(a) of the Securities Act; caused and willfully aided and abetted violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; and caused and aided and abetted violations of Rule 15(a) of the Exchange Act.

     D.In the Initial Decision, the law judge ordered that Mr. Stires be suspended from being associated with a broker or dealer for ninety days; that both respondents cease and desist from committing or causing any violations and any future violations of Section 17(a) of the Securities Act and Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5; that Stires & Co. pay a civil penalty of $300,000; and that Mr. Stires pay a civil penalty of $100,000.

     E.Mr. Stires has paid the civil penalty and served the suspension imposed on him by the Initial Decision.

     F.Stires & Co. filed a petition for review of the Initial Decision on or about September 7, 1998, which the Commission granted on September 28, 1998.

     G.On November 9, 1998, the Commission granted Stires & Co.'s unopposed motion to remand the proceedings to the law judge for consideration of its ability to pay the civil money penalty assessed against it.

     H.Stires & Co. filed a Statement of Position dated February 18, 1999, concerning its ability to pay, and thereafter provided the Division of Enforcement with audited financial statements of Stires, O'Donnell & Company, Inc., as of December 31, 1998.

II.

     Stires & Co. has submitted an Offer of Settlement to the Commission, which the Commission has determined to accept. By its Offer of Settlement, Stires & Co. consents to the entry of this Order and the relief ordered herein.

III.

     Based on the foregoing, the Commission deems it appropriate and in the public interest to accept Stires & Co.'s Offer of Settlement.

     Accordingly, IT IS HEREBY ORDERED that:

1. Respondent Stires & Co.'s petition for review of the Initial Decision is deemed withdrawn.

2. Pursuant to Rule 360(e) of the Rules of Practice, the Initial Decision has become the final decision of the Commission as to Stires & Co., except as provided in this paragraph. The order contained in that decision required that Stires & Co. cease and desist from committing or causing any violations and any future violations of Section 17(a) of the Securities Act, Sections 10(b) and 15(a) of the Exchange Act, and Rule 10b-5 promulgated under Section 10(b) of the Exchange Act, and that Stires & Co. pay a civil penalty of $300,000. That order is hereby declared effective, except that, instead of the civil penalty provided for in the Initial Decision, Stires & Co. shall pay a civil penalty of $150,000.

3. Stires & Co. shall pay this civil penalty within 15 days of the issuance of this Order to the United States Treasury. Payment shall be: (a) made by United States postal order, certified check, bank cashier's check or bank money order; (b) made payable to the Securities and Exchange Commission; (c) delivered by hand or courier to the Comptroller, Securities and Exchange Commission, Operations Center, 6432 General Green Way, Stop 0-3, Alexandria, Virginia 22312; and (d) submitted with a letter that identifies Stires & Co., Inc., now known as Stires, O'Donnell & Co., Inc., and Sidney H. Stires as the Respondents in this proceeding, and the file number of this proceeding.

4. The Division of Enforcement may, at any time following entry of this Order, petition the Commission to reopen this matter to consider whether Stires & Co. provided accurate and complete financial information at the time such representations were made and, if not, determine the amount of the civil penalty to be imposed and seek any additional remedies that the Commission would be authorized to impose in this proceeding if Stires & Co.'s Offer of Settlement had not been accepted. No other issues shall be considered in connection with such a petition other than whether the financial information provided by Stires & Co. was fraudulent, misleading, inaccurate or incomplete in any material respect, the amount of civil penalty to be imposed, and whether any additional remedies should be imposed. Stires & Co. may not, by way of defense to any such petition, contest the findings in the Initial Decision or the Commission's authority to impose any additional remedies that were available in the original proceeding.

By the Commission.

Jonathan G. Katz

Secretary