UNITED STATES OF AMERICA
                                      Before the
                          SECURITIES AND EXCHANGE COMMISSION


             SECURITIES EXCHANGE ACT OF 1934
             Release No. 34-40908 / January 11, 1999

             ADMINISTRATIVE PROCEEDING
             File No. 3-9803

             ___________________________________
                                                :
             In the Matter of                   :    ORDER MAKING
             FINDINGS                           :    AND IMPOSING
             CERTAIN MARKET MAKING              :    SANCTIONS AS TO
             ACTIVITIES ON NASDAQ               :    HAMBRECHT & QUIST
             LLC AND EDWARD L. ALBERT           :
             ___________________________________:


                                          I.

                  In the accompanying Order Instituting Proceedings
             Pursuant to Sections 15(b) and 21C of the Securities
             Exchange Act of 1934 and Findings of the Commission ("Order
             Instituting Proceedings"), the Securities and Exchange
             Commission ("Commission") instituted these public
             administrative proceedings against Hambrecht & Quist LLC,
             Edward L. Albert, and other firms and individuals.
             Contemporaneously, Hambrecht & Quist LLC and Edward L.
             Albert ("Respondents") have submitted Offers of Settlement
             ("Offers") in anticipation of the institution of these
             proceedings, which the Commission has determined to accept.
             In their Offers, Respondents, solely for the purposes of
             these proceedings and any other proceedings brought by or on
             behalf of the Commission or to which the Commission is a
             party, prior to a hearing pursuant to the Commission’s Rules
             of Practice, and without admitting or denying the findings
             herein, except for the findings of Section II.A., which are
             admitted, have consented to the entry of the Order
             Instituting Proceedings and this Order Making Findings and
             Imposing Sanctions as to Hambrecht & Quist LLC and Edward L.
             Albert (which are hereinafter referred to as the "Orders").

                  The Commission has determined that it is appropriate
             and in the public interest to accept the Respondents’ Offers
             and accordingly is issuing this Order.