The Advest Group, Inc.  Key Professionals Equity Plan  Page 10
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                                             Exhibit 10(g)

                           THE ADVEST GROUP, INC.

                        KEY PROFESSIONALS EQUITY PLAN


               Amended and Restated Effective October 1, 1997


     The Advest Group, Inc. (the "Company") hereby amends and restates the
Key Professionals Equity Plan, for a select group of key employees employed
by Advest, Inc. ("Advest").  The purpose of the Plan is to further the long
term growth in earnings of Advest by offering incentives to those employees
to compensate them for their contributions to the Company and its Affiliates'
growth and profits, to encourage their ownership of the Company's stock, and
to encourage them to remain in the employ of Advest.

                                  ARTICLE I
                                 DEFINITIONS

     When used herein, each of the following terms shall have the
corresponding meaning set forth below unless a different meaning is plainly
required by the context in which a term is used.

     Section 1.1.   "Affiliate" means the Company's present or future parent
corporation, each of the present or future subsidiaries of the Company, and
any subsidiaries of the present or future parent of the Company in which the
parent holds a controlling interest.

     Section 1.2.   "Base Compensation" means the agreed fixed and non-
contingent compensation to be paid to Participant during the Deferral Period.
Notwithstanding the foregoing, (i) all amounts designated as incentive, 
override or bonus payments, whether or not guarnanteed, will be
considered Incentive Compensation and not Base Compensation and (ii) the 
first $50,000 of compensation earned by branch managers for branch
management activities (or 1% of branch revenues, if greater) will be
considered Base Compensation, and any additional branch manger compensation
will be considered Incentive compensation.

     Section 1.3.   "Beneficiary" means any person (including, but not
limited to, a Participant's estate) designated by a Participant on a form
provided or approved by the Committee to receive any Restricted Shares to
which such Participant shall be entitled upon their death in accordance with
the terms of the Plan.  No designation of Beneficiary shall be effective
until filed with the Committee.  If more than one Beneficiary is designated,
the Beneficiaries shall share equally in any rights or interests of the
Participant under the Plan.  If a Participant shall fail to file a valid
designation form, or if all persons designated on the designation form shall
have
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predeceased him, the Company shall distribute all of the Participant's
Restricted Shares to which they shall have been entitled upon death to their
estate.

     Section 1.4.   "Board of Directors" means the Board of Directors of the
Company or the Executive Committee of such board.

     Section 1.5.   "Cause" shall be deemed to include any act of dishonesty
or fraud, gross negligence, gross insubordination or willful or reckless
conduct detrimental to the business of the Company or an Affiliate.

     Section 1.6.   "Change of Control" means a transfer or sale of
substantially all of the assets of the Company or Advest, Inc. or merger or
consolidation of the Company or Advest, Inc. into or with any other
corporation or entity, provided either (a) the other corporation or entity is
engaged in the retail securities brokerage business or investment banking
business at the date of the transaction and such transaction results in
Advest, Inc. not surviving such merger or consolidation or (b) a substantial
change in the senior management of Advest, Inc. occurs within six months as a
result of the transaction.

     Section 1.7.   "Code" means the Internal Revenue Code of 1986, as
amended.

     Section 1.8.   "Committee" means an administrative committee designated
to administer this Plan in accordance with Article VII.

     Section 1.9.   "Company" means The Advest Group, Inc. and any successor
thereto by merger, consolidation, purchase or otherwise.

     Section 1.10.  "Competitor" means another employer with whom the Company
or an Affiliate competes for labor and/or market share and which conducts a
business substantially similar to that conducted by the Company or an
Affiliate.  Such employers typically include securities firms, investment
banks or securities or investment banking operations of banks or other firms.

     Section 1.11.  "Deferred Amount" for any Participant and for any fiscal
year, shall equal (i) 0% of the first $100,000 of Incentive Compensation
earned by the Participant for that fiscal year, plus (ii) 20% of the next
$200,000 of Incentive Compensation, plus (iii) 25% of the next $300,000
of Incentive Compensation, plus(iv) 30% of the next $400,000 of Incentive
Compensation, plus 35% of all addtional Incentive Compensation.

     Section 1.12.  "Deferral Period" for any Participant and for any fiscal
year, means the period beginning on the first day of the fiscal year of the
Company (beginning with fiscal 1998) and ending on the earliest of: (a) the
termination of the Participant's employment with the Company or an Affiliate,
(b) the termination of the Plan in accordance with Article VI, or (c) the
last day of such fiscal year.

     Section 1.13.  "Effective Date" means October 1, 1997.

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     Section 1.14.  "Employee" means any person who is a common-law employee
of the Company or an Affiliate.

     Section 1.15.  "Incentive Compensation" means all incentive payments and
other earnings due to the Participant for the Deferral Period as defined by
the Company other than: (a) Base Compensation and (b) commissions or fees
received by the Participant with respect to retail securities activities,
except that the first $100,000 of such commissions and fees shall be included
in Incentive Compensation for branch managers.  Incentive Compensation will
be calculated on income before deductions for Federal, state or local taxes,
FICA withholding, or 401(k) and other benefit plan reductions, and before any
purchases under the Advest Equity Plan or deductions under any other similar
plans in which the Participant participates.   Incentive Compensation paid
after the close of a fiscal year based upon performance during that year will
be considered Incentive Compensation for that year.

     Section 1.16.  "Incentive Threshold" shall mean $100,000.   The
Incentive Threshold shall be deemed to be reached by any Participant for a
Deferral Period at such time as the Participant has received Incentive
Compensation with respect to the Deferral Period at least equal to the
Incentive Threshold.

     Section 1.17.  "Participant" means an Employee participating in the Plan
as provided in Article II.

     Section 1.18.  "Permanent Disability" means a mental or physical
condition which renders a Participant permanently unable or incompetent to
engage in any substantial gainful activity.

     Section 1.19.  "Plan" means "The Advest Group, Inc. Key Professionals
Equity Plan".

     Section 1.20.  "Purchase Price" for each share of Restricted Shares
shall mean 80% of the closing price per share of the Stock on the Composite
Tape of the New York Stock Exchange on the day the Restricted Shares are
purchased; provided, however, that the Purchase Price shall not exceed 150%
of the book value of the Company, and shall not be less than the lesser of
100% of the book value of the Company or the closing price per share of the
stock, with the book value of the Company being determined by the audited
financial statements of the Company for its fiscal year ending immediately
prior to the purchase date.

     Section 1.21.  "Restricted Shares" means shares of Stock subject to the
restrictions set forth in Article IV that are purchased on behalf of
Participants with Deferred Amounts.

     Section 1.22.  "Restriction Period" means the period during which a
Participant is not permitted to sell, transfer, pledge or assign Restricted
Shares pursuant to Section 4.2(a), including any extensions of such period as
provided in such Section.

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     Section 1.23.  "Stock" means the common stock of the Company.

                                 ARTICLE II
                                PARTICIPATION

     Section 2.1.  Participants.  Any individual employed by Advest who earns
pretax Incentive Compensation in excess of the Incentive Threshold with
respect to fiscal 1998 or any subsequent fiscal year during the term of the
Plan will become a participant in the Plan for that fiscal year.
Notwithstanding the foregoing, Employees who own more than two million
dollars worth of stock on the last day of a fiscal year or who have attained
age 61 on or prior to the last day of a fiscal year may elect, by delivering
written notice to the Committee prior to the end of such fiscal year (or
prior to December 31, 1997, in the case of fiscal 1998), not to participate
in the plan for the following fiscal year.

     Section 2.2.  Duration of Participation.  A Participant shall cease to
be a Participant when all restrictions on the Participant's Restricted Shares
have lapsed or such shares have been forfeited, or when the Plan is
terminated in accordance with Article VI.

     Section 2.3.  Reemployment.  Reemployment of a former Participant by the
Company or an Affiliate shall not entitle such individual to become a
Participant in the Plan unless the individual again becomes a Participant in
accordance with Section 2.1, and reemployment of a former Participant by the
Company or an Affiliate shall not result in the restoration of any Restricted
Shares previously forfeited by such Participant.

                                 ARTICLE III
                                  DEFERRAL

     Section 3.1.  Amount Deferred.  For any Deferral Period, after the
Incentive Threshold is reached for a Participant with respect to that
Deferral Period the Deferred Amount with respect to any Incentive
Compensation will be deducted automatically from each pay check, draw check,
bonus check or commission check.  All amounts deducted will be held in
escrow by Advest on the Participant's behalf.  Investment in Restricted 
Shares will be made following the end of each Deferral Period with amounts
deducted with respect to that Deferral Period.

     Section 3.2.  Investment in Restricted Shares.  On the 5th business day
after the earning release for any fiscal year during which amounts have been
deferred, the total of a Participant's Deferred Amounts under Section 3.1
shall be applied to acquire Restricted Shares for such Participant at the
then Purchase Price.  No interest or other earnings shall accrue on amounts
deferred prior to acquisition of Restricted Shares.  Fractional Restricted
Shares may be acquired by a Participant; provided, that the Committee may
establish procedures to eliminate any fractional holdings in a manner
equitable to the Participants.

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     Section 3.3.  Stock Subject to Purchase.  Shares of Stock subject to
purchase hereunder shall be previously issued shares reacquired by the
Company (including any shares forfeited under this Plan).

                                 ARTICLE IV
                              RESTRICTED SHARES

     Section 4.1.  Stock.  All Restricted Shares shall be held in the name of
The Advest Group, Inc. as escrow agent for Participants until the end of the
applicable Restriction Period.

     Section 4.2.  Restrictions.  The Restricted Shares purchased hereunder
shall be subject to the following restrictions and conditions:

     (a)  Subject to the provisions of the Plan, during the period commencing
on the date of the acquisition of any Restricted Shares hereunder and
terminating on the last day of the 36th month following the date on which the
shares were acquired, a Participant shall not be permitted to sell, transfer,
pledge or assign Restricted Shares acquired under the Plan. One year
extensions of the Restriction Period for the Restricted Shares purchased
hereunder will be made at a Participant's election, which election must be
in writing on a form provided by the Committe and must be made no later than
one year before the Restriction Period would otherwise terminat; provided,
however, that the Committee may at any time determine that no additional
extensions of Restriction Periods will be effective.  The Restriction Period
will be determined separately with respect to purchases of Restricted Shares
made with respect to each Deferral Period.

     (b)  A Participant shall have the right to direct the vote of their
Restricted Shares during the Restriction Period applicable to those shares.
A Participant shall have the right to receive any regular dividends on their
Restricted Shares.   In the event of any change in the outstanding Stock of
the Company by reason of any stock split, stock dividend, recapitalization,
merger, consolidation, reorganization, combination or exchange of shares or
other similar event if such change equitably requires an adjustment in the
number or kind of shares that may be issued under the Plan, such adjustment
shall be made by the Committee and shall be conclusive and binding for all
purposes of the Plan.

     (c)  Restricted Shares shall be transferred to a Participant's brokerage
account with Advest, Inc. within a reasonable time after, and only after, the
Restriction Period with respect to those shares shall expire (or such earlier
time as the restrictions may lapse in accordance with Section 4.3) without
forfeiture in respect of such Restricted Shares.

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     Section 4.3.  Termination of Employment.  The following provisions shall
apply to a Participant's Restricted Shares prior to the end of the
Restriction Period (including extensions):

     (a)  Upon a Participant's death, Permanent Disability, involuntary
termination of employment (other than a termination for Cause) or termination
following a Change of Control, (i) the restrictions on a portion of their
Restricted Shares shall immediately lapse, and such shares shall be delivered
to the Participant or the Participant's designated Beneficiary, as the case
may be, within a reasonable time after the occurrence of any such event, (ii)
any remaining Restricted Shares will be forfeited, and (iii) any cash held in
escrow pending investment in Restricted Shares will be returned to the
Participant.  The portion of Restricted Shares which will no longer be
subject to restrictions will be determined separately for each Deferral
Period for which the Participant has acquired shares and will equal 80% of
the unvested Restricted Shares purchased for that Deferral Period plus an
additional 0.667% for each full month after the date on which the shares were
acquired during which the Participant has remained in the full time
employment of the Company, up to a maximum of 100%.

     (b)  If a Participant terminates as a result of voluntary departure
(other than following a Change of Control or under circumstances justifying
termination for Cause), (i) the Restricted Shares will not vest until the
completion of the Restriction Period (including any extensions which the
Participant has elected) and (ii) any cash held in escrow pending investment
will be used to acquire Restricted Shares on the next purchase date. The
Restricted Shares will be forfeited if, before they have vested, the
Participant engages in any activity as an employee, advisor, or in any other
capacity for any Competitor. The Company may require a Participant who has
terminated employment under such circumstances to provide such confirmation
as the Committee may deem appropriate, to evidence that they have not engaged
in any such activity as a condition of their receipt of the Restricted
Shares.

     (c)  If a Participant is involuntarily terminated for Cause (or departs
under circumstances justifying a termination for Cause) the Participant shall
forfeit their Restricted Shares and any cash held in escrow pending
investment in Restricted Shares.

                                  ARTICLE V
                                 WITHHOLDING

     Section 5.1.   Withholding.   In the event that the Company determines
that it or an Affiliate is required by law to withhold taxes at any time,
including, but not limited to the time of vesting of any Restricted Shares,
the Company shall have the right to require a Participant to pay to the
Company the amount of taxes that the Company or Affiliate is required to
withhold or, in lieu thereof, (a) to retain, or sell without notice, a
sufficient number of Restricted Shares held by it for the Participant to
cover the amount to be withheld, or (b) to withhold the amount of such taxes
from any other sums due or to become due from the Company or an Affiliate to
the Participant upon such terms and conditions as the Committee shall
prescribe.

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                                 ARTICLE VI
               ALTERATION OF TERMS, AMENDMENT AND TERMINATION

     Section 6.1.  Power to Alter Terms of Plan.  The Board of Directors may,
with respect to all Participants for a fiscal year, or with respect to a
single Participant or a selected group of Participants, modify the Purchase
Price for Restricted Shares, the Restriction Period, the Incentive Threshold
or Deferred Amount, or any of the provisions of Sections 4.2 and 4.3, and, in
addition may provide for the granting of stock options and/or stock
appreciation rights in connection with the purchase of Restricted Shares on
such terms as the Board of Directors may determine.  In addition, the Board
of Directors may, prior to the commencement of any fiscal year, modify the
participation requirements set forth in Section 2.1 for such fiscal year.

     Section 6.2.  Power to Amend.  The Board of Directors may amend, modify,
change, or revise the Plan by amendment at any time; provided, however, that
(a) no amendment shall increase the duties or liabilities of the Board of
Directors or the Committee without written consent of each member and (b) no
amendment shall be made without the written consent of a Participant if the
effect of such amendment would reduce the rights of a Participant with
respect to Restricted Shares acquired prior to the date of the amendment.

     Section 6.3.  Plan Termination.  The continuation of the Plan is not
assumed as a contractual obligation of the Company and the right is reserved
by the Company at any time to discontinue the Plan.  The Plan may be
terminated by the Board of Directors at any time, when in its judgment,
business, financial or other good causes make such termination necessary or
appropriate; such termination to become effective upon the delivery of notice
by the Board of Directors or the Committee to the Participants.  Termination
of the Plan shall cause the Restriction Period to end with respect to all
Restricted Shares on the date of such termination.

                                 ARTICLE VII
                         ADMINISTRATION OF THE PLAN

     Section 7.1.  Authority and Responsibility of the Committee.  The Board
of Directors shall appoint the members of a Committee, which members shall
hold office at the pleasure of the Board of Directors.  Said Committee shall
consist of not less than three nor more than eight members, any one or more
of whom may, but need not, be an officer of the Company.  If there is at any
time a vacancy on the Committee for any reason, the Board of Directors shall
fill such vacancy, but the Committee may act notwithstanding the existence of
vacancies as long as there shall continue to be at least two members of the
Committee.  The Committee shall select a Chairman from among its members.
The Committee shall have overall responsibility for the administration and
operation of the Plan.  The Committee will have all powers as may be
necessary to discharge its duties hereunder.

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     Section 7.2.  Committee Duties.  The Committee, on behalf of the
Participants and all other Beneficiaries of the Plan, will administer and
operate the Plan in accordance with the terms of the Plan and will have all
powers necessary to accomplish that purpose, including, but not limited to,
the following:

     (a)  To issue rules and regulations necessary for the proper conduct and
administration of the Plan and to change, alter, or amend such rules and
regulations;

     (b)  To construe the Plan;

     (c)  To determine all questions arising in the administration of the
Plan, including those relating to the eligibility of persons to become
Participants in accordance with Article II and the rights of Participants and
their Beneficiaries, and its decisions thereon shall be final and binding
upon all persons hereunder;

     (d)  To oversee the retention of records relating to Participants and
other matters applicable to the Plan;

     (e)  To make available to Participants and Beneficiaries upon request,
for examination during business hours, such records as pertain exclusively to
the examining Participant (or Beneficiary);

     (f)  To prescribe procedures to be followed by Participants and
Beneficiaries in making claims hereunder;

     (g)  To make available for inspection and to provide upon request at
such charge as may be permitted and determined by the Company, such documents
and instruments, if any, as the Committee deems appropriate;

     (h)  To prescribe and adopt the use of necessary forms;

     (i)  To appoint such agents and other specialists to aid it in the
administration of the Plan as it deems necessary; and

     (j)  To make periodic reports on the operation and administration of the
Plan to the Board of Directors as may be required in any articles of
incorporation, charter, or by-laws pertaining to the Company.

     Section 7.3.  Records.  The regularly kept records of the Committee and
the Company shall be conclusive evidence as to all matters contained therein
applicable to this Plan.

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     Section 7.4.  Committee Decisions Final.  The decisions of the Committee
concerning matters within its jurisdiction shall be final, binding, and
conclusive upon the Company and its Affiliates, the Participants,
Beneficiaries and any other person or party interested or concerned.

     Section 7.5.  Committee as Agent.  The Committee shall act as agent for
the Company in the administration of the Plan.

     Section 7.6.  Plan Expenses.  All clerical, legal and other expenses of
the Plan shall be paid by the Company.

     Section 7.7.  Allocations and Delegations of Responsibility.

     (a)  Delegations.  The Committee shall have the authority to delegate,
from time to time, all or any part of its responsibilities under the Plan to
such person or persons as it may deem advisable and in the same manner to
revoke any such delegation of responsibility.  Any action of the delegate in
the exercise of such delegated responsibilities shall have the same force and
effect for all purposes herein as if such action had been taken by the
Committee.  The Board of Directors or the Committee shall not be liable for
any act or omission of any such delegate.  The delegate shall report
periodically to the Committee concerning the discharge of the delegated
responsibilities.

     (b)  Allocations.  The Committee shall have the authority to allocate,
from time to time, all or any part of its responsibilities under the Plan to
one or more of its members as it may deem advisable, and in the same manner
to revoke such allocation of responsibilities.  Any action of the member to
whom responsibilities are allocated in the exercise of such allocated
responsibilities shall have the same force and effect for all purposes
hereunder as if such action had been taken by the Committee.  The Board of
Directors or the Committee shall not be liable for any acts or omissions of
such member.  The member to whom responsibilities have been allocated shall
report periodically to the Committee concerning the discharge of the
allocated responsibilities.

     (c)  Limit on Liability.  Duties and responsibilities which are carried
out in good faith by the Committee hereunder or which have been allocated or
delegated pursuant to the terms of the Plan or subsections (a) or (b) of this
Section 7.7 shall not create any liability of the Company, Board of
Directors, or Committee, or any member thereof.

                                ARTICLE VIII
                          MISCELLANEOUS PROVISIONS

     Section 8.1.  Merger.  Any successor corporation to the Company, by
merger, consolidation, purchase or otherwise, shall be substituted hereunder
for the Company.  This Plan

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shall be binding on all successors to and assigns of the Company; provided
that such successors or assigns may terminate the Plan in accordance with the
provisions hereof.

     Section 8.2.  Securities Laws.  The Committee may require each person
purchasing Restricted Shares to represent and agree with the Company in
writing that such person is acquiring the shares without a view to
distribution thereof.  The certificates for such shares may include any
legend which the Committee deems appropriate to reflect any restriction on
transfer.  Furthermore, all certificates for shares of Stock delivered under
the Plan shall be subject to such stock-transfer orders and other
restrictions as the Committee may deem advisable under the rules,
regulations, and other requirements of the Securities and Exchange
Commission, any stock exchange upon which the Stock is then listed, and any
applicable Federal or state securities law, and the Committee may cause a
legend or legends to be put on any such certificates to make appropriate
reference to such restrictions.

     Section 8.3.  Indemnification.  The Company shall indemnify and hold
harmless to the extent legally permitted each member of the Board of
Directors, the Committee and each officer and Employee of the Company to whom
are delegated duties, responsibilities, and authority with respect to the
Plan against all claims, liabilities, fines and penalties, and all expenses
reasonably incurred by or imposed upon such delegate or agent (including but
not limited to reasonable attorney fees) which arise as a result of actions
or failure to act in connection with the operation and administration of the
Plan.

     Section 8.4.  Contract of Employment.  Nothing contained herein shall be
construed to constitute a contract of employment between the Company or an
Affiliate and any Employee or Participant.  Nothing contained herein will
confer upon any Participant the right to be retained in the service of the
Company or an Affiliate or limit the right of the Company or an Affiliate to
discharge or otherwise deal with any Participant without regard to the
existence of the Plan.

     Section 8.5    Disclosure.  Each Participant shall receive a copy of the
summary of the Plan and the Committee will make available for inspection by
any Participant or Beneficiary a copy of the Plan and any written procedures
used by the Committee in administering the Plan.

     Section 8.6.  Headings.  The headings of Articles and Sections are
included solely for convenience of reference, and if there is any conflict
between such headings and the text of the Plan, the text shall control.

     Section 8.7.  Invalidity of Certain Provisions.  If any provision of the
Plan shall be held invalid or unenforceable, such invalidity or
unenforceability shall not affect any other provisions hereof, and the Plan
shall be construed and enforced as if such provisions, to the extent invalid
or unenforceable, had not been included.

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     Section 8.8.  Law Governing.  The Plan shall be construed and enforced
according to the laws of the State of Connecticut (other than its laws
respecting choice of law).

     Section 8.9.  Limitation on Liability.  Neither the Company nor any
agent or representative of the Company who is an employee, officer, or
director of the Company in any manner guarantees the payments to be made
under the Plan against loss or depreciation, and to the extent not prohibited
by federal law, none of them shall be liable (except for their own gross
negligence or willful misconduct), for any act or failure to act, done or
omitted in good faith, with respect to the Plan.  The Company shall not be
responsible for any act or failure to act of any agent appointed to
administer the Plan.

     Section 8.10.  Gender.  Except when otherwise indicated by the context,
any masculine terminology herein shall also include the feminine, and the
definition of any term herein in the singular shall also include the plural.

                              THE ADVEST GROUP, INC.



                              By:/s/ Allen Weintraub
                                 -------------------
                                 Allen Weintraub
                                 Chief Executive Officer

ATTEST:

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