SECURITIES AND EXCHANGE COMMISSION

Securities Exchange Act of 1934
Release No. 47228 / January 22, 2003

   Administrative Proceeding
   File No. 3-11013

   IN THE MATTER OF ANDOVER BROKERAGE, LLC, MICHAEL PICOZZI, III, ELIAS
   SCHECHTER, AND DAVID DAILY

   The Securities and Exchange Commission today issued an Order
   Instituting Public Administrative and Cease-and-Desist Proceedings
   ("Order") pursuant to Sections 15(b) and 21C of the Securities
   Exchange Act of 1934 ("Exchange Act") against Andover Brokerage, LLC
   ("Andover"), its president, Michael Picozzi, III ("Picozzi"), and two
   of its traders, Elias Schechter ("Schechter") and David Daily
   ("Daily") (collectively, the "Respondents").

   In the Order, the Division of Enforcement ("Division") alleges that
   between May and October 1998, Andover, Schechter and Daily willfully
   violated Rule 10a-1(a) of the Exchange Act ("Short Sale Rule") when
   Schechter and Daily executed for Andover's proprietary account 202
   short sale transactions in New York Stock Exchange listed securities
   on minus-ticks. The Short Sale Rule prohibits the short sale of a
   listed security on a minus-tick. In each of these 202 transactions,
   Andover, Schechter and Daily did not identify these trades as short
   sales, but rather incorrectly marked them as "long" sales. The
   Division also alleges that Picozzi failed reasonably to supervise
   Schechter and Daily within the meaning of Section 15(b)(4) of the
   Exchange Act. Picozzi instituted an inadequate supervisory system by,
   among other things, failing to implement procedures reasonably
   designed to prevent traders from mismarking sell transactions or
   executing short sale orders on a minus-tick.

   The Division alleges that Andover willfully violated Sections 10(a)
   and 17(a) of the Exchange Act and Rules 10a-1(a), 10a-1(c), 10a-1(d)
   and 17a-3(a)(6) thereunder, and that Schechter and Daily willfully
   violated Section 10(a) and Rule 10a-1(a) thereunder and caused
   Andover's violations of Sections 10(a) and 17(a) of the Exchange Act
   and Rules 10a-1(c), 10a-1(d), and 17a-3(a)(6) thereunder. The Division
   seeks remedial sanctions, cease-and-desist orders, disgorgement plus
   prejudgment interest thereon, and civil penalties.

   A hearing will be scheduled before an administrative law judge to
   determine whether the allegations contained in the Order are true, to
   afford the Respondents an opportunity to dispute these allegations,
   and to determine what sanctions, if any, are appropriate and in the