SECURITIES AND EXCHANGE COMMISSION

Securities Act of 1933
Release No. 7742 / September 22, 1999

   Securities Exchange Act of 1934
   Release No. 41898 / September 22, 1999

   Investment Advisers Act of 1940
   Release No. 1831 / September 22, 1999

   Investment Company Act of 1940
   Release No. 24049 / September 22, 1999

Administrative Proceeding File No. 3-10024

   In the Matter of Philip A. Lehman and Tower Equities, Inc.

   The Securities and Exchange Commission (Commission) instituted public
   administrative proceedings pursuant to Sections 8A of the Securities
   Act of 1933 (Securities Act), Sections 15(b), 19(h) and 21C of the
   Securities Exchange Act of 1934 (Exchange Act) and Sections 203(e),
   203(f), and 203(k) of the Investment Advisers Act of 1940 (Advisers
   Act) and Section 9(b) of the Investment Company Act of 1940 against
   Philip A. Lehman (Lehman) and Tower Equities, Inc. (Tower Equities), a
   registered broker-dealer and investment adviser. The Order Instituting
   Proceedings (Order) alleges that Lehman and Tower Equities, which is
   owned by Lehman, violated Sections 17(a) of the Securities Act,
   Section 10(b) of the Exchange Act and Rule 10b-5 thereunder, Sections
   206(1) and (2) of the Advisers Act and that Tower Equities violated
   Section 15(c)(1)(A) of the Exchange Act and Rule 15c1-2 thereunder.

   Specifically, the Order alleges that, between February and October
   1997, Lehman and Tower Equities solicited and sold $4.3 million worth
   of units issued in a private placement offering by Tower Venture 97-A,
   Ltd (Tower Venture), an Ohio limited liability company. According to
   the Order, Lehman and Tower Equities falsely represented that Tower
   Venture would raise $10 million to use as a "loan repayment premium"
   on a $30 million loan from Credit Austerlitz Finances, Ltd., a
   European entity, that Tower Venture would not have to make any further
   payments on this loan and that a standby letter of credit, issued by a
   major European bank, would guarantee the loan. The Order further
   alleges that Lehman and Tower Equities represented, without any
   reasonable basis, that Tower Venture would use the proceeds from the
   loan to immediately repay investors their principal plus interest at a
   rate of at least 23 percent annually and would invest the remainder of
   the loan proceeds in viatical insurance policies that would provide an
   annual rate of return of 33 percent. The Order asserts that the loan