<PAGE>
                     SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, DC  20549
                                      

                                  FORM 10-Q

(Mark One)
          QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
        X      SECURITIES EXCHANGE ACT OF 1934

          For the quarter ended       March 31, 1997

          TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
               THE SECURITIES EXCHANGE ACT OF 1934

          For the transition period from           to
          Commission File Number:      1-8408

                                THE ADVEST GROUP, INC.
           (Exact name of registrant as specified in its charter)

                    Delaware                         06-0950444
     (State or other jurisdiction of               (IRS Employer
     incorporation or organization)             Identification Number)

                90 State House Square
                 Hartford, Connecticut                   06103
      (Address of principal executive offices)        (Zip Code)

     Registrant's telephone number, including area code:  (860) 509-1000

                                    NONE
  Former name, former address and former fiscal year, if changed since last
                                   report.

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.

                                        Yes    X         No

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

Common Stock, $.01 par value                     8,551,764 Shares
          Class                         Outstanding at April 30, 1997

Total of sequentially numbered pages 18
Exhibit index seqential page number 15

<PAGE>
                           THE ADVEST GROUP, INC.

                                    INDEX


                                                       Page No.
Part I.  Financial Information

Item 1.   Financial Statements

   Consolidated Balance Sheets
      March 31, 1997 and September 30, 1996                3

   Consolidated Statements of Earnings
      Three and Six Months Ended March 31, 1997 and 1996   4

   Consolidated Statements of Cash Flows
      Six Months Ended March 31, 1997 and 1996             5

   Consolidated Statement of Changes in Shareholders' Equity
      Six Months Ended March 31, 1997                      6

   Notes to Consolidated Financial Statements              7

Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations              8


Part II.  Other Information

Item 1.   Legal Proceedings                                11

Item 2.   Changes in Securities                            11

Item 4.   Submission of Matters to a Vote of
          Security Holders                                 11

Item 6.   Exhibits and Reports on Form 8-K                 12

Signatures                                                 14

                                   2


<PAGE>
<TABLE>
                                                    PART I. FINANCIAL INFORMATION
 Item 1. Financial Statements
                                                        The Advest Group, Inc.
                                                     Consolidated Balance Sheets

 In thousands, except share and per share amounts                                 March 31, 1997  September 30, 1996
-----------------------------------------------------------------------------------------------------------------
<S>                                                                                 <C>            <C>
 Assets                                                                         (Unaudited)
 Cash and short-term investments
      Cash and cash equivalents                                                      $     16,962   $     11,461
      Cash and securities segregated under federal and other regulations                    2,247            265
                                                                                ---------------------------------
                                                                                           19,209         11,726
                                                                                ---------------------------------
 Receivables
      Brokerage customers, net                                                            371,363        352,434
      Loans, net                                                                          192,886        195,288
      Securities borrowed                                                                 235,516        219,919
      Brokers and dealers                                                                   2,666          5,394
      Other                                                                                11,675         11,212
                                                                                ---------------------------------
                                                                                          814,106        784,247
                                                                                ---------------------------------
 Securities
      Trading, at market value                                                             99,129         93,937
      Held to maturity (market values of $15,950 and $22,876)                              16,147         22,959
      Available for sale, at market value                                                  12,958         15,127
                                                                                ---------------------------------
                                                                                          128,234        132,023
                                                                                ---------------------------------

 Other assets
      Equipment and leasehold improvements, net                                            14,940         14,187
      Other                                                                                25,286         22,994
                                                                                ---------------------------------
                                                                                           40,226         37,181
                                                                                ---------------------------------
                                                                                      $ 1,001,775       $965,177
                                                                                =================================
 Liabilities & shareholders' equity
 Liabilities
      Brokerage customers                                                                 323,081        282,618
      Deposits                                                                            181,860        191,186
      Securities loaned                                                                   233,528        213,996
      Short-term borrowings                                                                25,528         39,301
      Securities sold, not yet purchased, at market value                                  38,509         47,438
      Compensation and benefits                                                            17,147         21,517
      Checks payable                                                                       11,175         16,976
      Brokers and dealers                                                                   7,080          7,634
      Other                                                                                17,492         14,973
                                                                                ---------------------------------
                                                                                          855,400        835,639
      Long-term borrowings                                                                 50,716         19,744
      Subordinated borrowings                                                                   0         20,552
                                                                                ---------------------------------
                                                                                          906,116        875,935
                                                                                ---------------------------------
 Shareholders' equity
      Common stock, par value $.01, authorized 25,000,000 shares,
         issued 10,772,404 and 10,710,289 shares                                              108            107
      Paid-in capital                                                                      70,013         68,842
      Retained earnings                                                                    40,961         34,754
      Net unrealized gain (loss) on securities available for sale, net of taxes              (262)          (223)
      Treasury stock, at cost, 2,240,697 and 2,306,948 shares                             (14,622)       (14,182)
      Unamortized restricted stock compensation                                              (539)           (56)
                                                                                ---------------------------------
                                                                                           95,659         89,242
                                                                                ---------------------------------
                                                                                      $ 1,001,775     $  965,177
                                                                                =================================
<FN>
See Notes to Consolidated Financial Statements
    
                                          -3-
</TABLE>

<PAGE>
<TABLE>
                                                        The Advest Group, Inc.
                                                 Consolidated Statements of Earnings
                                                             (Unaudited)


                                                        Three Months Ended                   Six Months Ended
                                                             March  31,                         March  31,
(In thousands, except per share amounts)              1997              1996             1997              1996
---------------------------------------------------------------------------------------------------------------------
<S>                                                   <C>               <C>              <C>               <C>
Revenues
    Commissions                                        $ 29,844          $ 29,067         $ 58,344          $ 54,006
    Interest                                             14,736            13,044           29,632            27,217
    Principal transactions                               10,218             9,567           20,545            20,166
    Investment banking                                    5,281             7,128           13,984            15,064
    Asset management and administration                   6,249             4,806           11,966             9,481
    Other                                                 2,154             2,288            3,889             5,015
                                                 ---------------   ---------------  ---------------   ---------------
    Total revenues                                       68,482            65,900          138,360           130,949
                                                 ---------------   ---------------  ---------------   ---------------

Expenses
    Compensation and benefits                            38,147            36,710           77,391            72,068
    Interest                                              8,202             6,858           16,204            14,471
    Communications                                        5,586             5,072           10,821             9,824
    Occupancy and equipment                               4,433             4,712            8,779             9,495
    Business development                                  1,413             1,371            3,032             2,517
    Professional                                          1,605             1,361            3,195             2,590
    Brokerage, clearing and exchange                      1,174             1,061            2,339             2,044
    Provision for credit losses and
      asset devaluation                                     145               353              317               516
    Other                                                 2,316             2,113            4,943             5,335
                                                 ---------------   ---------------  ---------------   ---------------
     Total Expenses                                      63,021            59,611          127,021           118,860
                                                 ---------------   ---------------  ---------------   ---------------
Income before taxes                                       5,461             6,289           11,339            12,089

Provision for income taxes                                2,289             2,772            4,876             5,440
                                                 ---------------   ---------------  ---------------   ---------------
Net Income                                              $ 3,172           $ 3,517          $ 6,463           $ 6,649
                                                 ===============   ===============  ===============   ===============

Net income per common and common equivalent shares:
   Primary                                              $  0.36           $  0.40          $  0.74           $  0.76
   Assuming full dilution                               $  0.35           $  0.36          $  0.70           $  0.69

Average common and common equivalent shares outstanding:
   Primary                                                8,765             8,745            8,717             8,757
   Assuming full dilution                                 9,153            10,269            9,598            10,284

<FN>
See Notes to Consolidated Financial Statements

                                           -4-
</TABLE>

<PAGE>
<TABLE>
                                                    The Advest Group,Inc.
                                             Consolidated Statements of Cash Flows
                                                         (Unaudited)
                                                                                Six Months Ended March 31,
In thousands                                                                     1997                1996
----------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>                 <C>
OPERATING ACTIVITIES
Net income                                                                         $  6,463            $  6,649
   Adjustments to reconcile net income to net cash provided by operating activities:
        Depreciation and amortization                                                 3,932               3,913
        Provision for credit losses and asset devaluation                               317                 516
        Loss on retirement of debentures                                                608                   0
        Deferred income taxes                                                           (21)              1,657
        Other                                                                           138              (2,206)
   (Increase) decrease in operating assets:
        Receivables from brokerage customers                                        (18,976)            (10,332)
        Securities borrowed                                                         (15,597)            (16,408)
        Receivables from brokers and dealers                                          2,728              (1,119)
        Trading securities                                                           (5,192)            (18,900)
        Cash and securities segregated under federal and other regulations           (1,982)            (17,187)
        Other                                                                        (1,732)                796
   Increase (decrease) in operating liabilities:
        Brokerage customers                                                          40,463              12,836
        Securities loaned                                                            19,532               5,149
        Brokers and dealers                                                            (554)             (5,016)
        Checks payable                                                               (5,801)              8,041
        Other                                                                       (10,550)              8,793
                                                                           -----------------   -----------------
Net cash provided by (used for) operating activities                                 13,776             (22,818)
                                                                           -----------------   -----------------
FINANCING ACTIVITIES
     Net decrease in deposits                                                        (9,326)            (22,114)
     Proceeds from short-term borrowings                                                539                   0
     Repayment of short-term borrowings                                              (1,970)             (2,965)
     Short-term brokerage borrowings, net                                           (12,800)             28,700
     Proceeds from long-term borrowings                                              35,000               1,250
     Repayment of long-term borrowings                                               (3,570)                  0
     Retirement of debentures                                                       (20,545)                  0
     Other                                                                           (1,117)             (1,127)
                                                                           -----------------   -----------------
Net cash (used for) provided by financing activities                                (13,789)              3,744
                                                                           -----------------   -----------------
INVESTING ACTIVITIES
  Proceeds from (payments for):
      Sales of available for sale securities                                          3,818              17,572
      Maturities of available for sale securities                                       898                 634
      Maturities of held to maturity securities                                      11,907              10,861
      Purchase of available for sale securities                                         (27)             (3,017)
      Purchase of held to maturity securities                                        (5,000)            (12,238)
      Investment advisory business, net                                                 160                   0
  Loans sold                                                                         13,808              18,827
  Sales of OREO, net                                                                    515               3,137
  Principal collections on loans                                                     12,695              12,024
  Loans originated                                                                  (27,632)            (23,861)
  Other                                                                              (5,628)             (3,675)
                                                                           -----------------   -----------------
Net cash  provided by investing activities                                            5,514              20,264
                                                                           -----------------   -----------------
Increase in cash and cash equivalents                                                 5,501               1,190
Cash and cash equivalents at beginning of period                                     11,461               7,294
                                                                           -----------------   -----------------
Cash and cash equivalents at period end                                            $ 16,962            $  8,484
                                                                           =================   =================
Interest paid                                                                      $ 15,383            $ 14,529
Income taxes paid                                                                  $  3,576            $  6,192
Non-cash activities:
     Securities available for sale from held to maturity                           $      0            $  9,962
     Securitization of mortgages                                                   $  2,633            $ 12,982

<FN>
See Notes to Consolidated Financial Statements.

                                         -5-
</TABLE>

<PAGE>
<TABLE>

                                                             The Advest Group,Inc.
                                           Consolidated Statements of Changes in Shareholders' Equity
<CAPTION>                                                         (Unaudited)
                                                                                                        Net unrealized
                                                                                                        gain (loss) on
                                                                                                            securities
                                                                                                             available
                                                                                                                   for
                           $.01 par value                                                       Unamortized      sale,       Total
                             Common stock                                    Treasury stock      restricted        net      Share-
In thousands, except ---------------------   Paid-in   Retained ---------------------------           stock         of    holders'
share and per share         Shares Amount    capital   earnings         Shares       Amount    compensation      taxes      Equity
-----------------------------------------------------------------------------------------------------------------------------------
<S>                    <C>          <C>     <C>        <C>         <C>            <C>                 <C>        <C>      <C>
Balance as of
  September 30, 1996    10,710,289   $107    $68,842    $34,754     (2,306,948)    ($14,182)           ($56)      ($223)   $89,242

Net income                                                6,463                                                              6,463

Exercise of
  Stock Options             43,399      1        131                    58,620          180                                    312

Dividends declared
  ($.03 per share)                                         (256)                                                              (256)

Repurchase of
  common stock                                                        (183,200)      (1,835)                                (1,835)

Sale of treasury
  stock to
  equity plans                                   591                   143,302          905                                  1,496

Change in unrealized
  gains (losses),
  net of taxes                                                                                                      (39)       (39)

Conversion of
  subordinated
  debentures
  at $13.57
  per share                 18,716               254                                                                           254

Stock issued under
  restricted stock
  plans, less                                                                                                                    
  amortization
  of $22                                         195                    47,529          310            (483)                    22
                    ---------------------------------------------------------------------------------------------------------------
Balance as of
  March 31, 1997        10,772,404   $108    $70,013    $40,961     (2,240,697)    ($14,622)          ($539)      ($262)   $95,659
                    ===============================================================================================================

<FN>
See Notes to Consolidated Financial Statements.
                                              -6-
</TABLE>



<PAGE>
                 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)

1.  Financial Statements:
     The consolidated financial statements include the accounts of The Advest
Group, Inc. and all subsidiaries (collectively the "Company"). The Company
provides diversified financial services including securities brokerage,
trading, investment banking, consumer lending, trust and asset management.
     The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
Management believes that all adjustments (consisting of normal recurring
accruals) necessary for a fair statement of the results of operations for the
periods have been included. All material intercompany accounts and
transactions have been eliminated. Certain fiscal 1996 amounts have been
reclassified in the accompanying consolidated financial statements to provide
comparability with the current year presentation. The results of operations
for the interim periods are not necessarily indicative of the results for a
full year.
     The statements should be read in conjunction with the Notes to
Consolidated Financial Statements and Management's Discussion and Analysis of
Financial Condition and Results of Operations included in the Company's
Annual Report for the year ended September 30, 1996, as filed with the
Securities and Exchange Commission on Form 10-K.

2.  Summary of Significant Accounting Policies:
     The Financial Accounting Standards Board ("FASB") has issued Statements
of Financial Accounting Standards ("SFAS") 125, "Accounting for Transfers and
Servicing for Financial Assets and Extinguishments of Liabilities" and SFAS
127, "Deferral of the Effective Date of Certain Provisions of FASB Statement
No. 125". As required, the Company adopted SFAS 125 as of January 1, 1997,
which did not have a material impact on the Company's financial condition or
results of operations. The Company will adopt SFAS 127 in its 1998 fiscal year,
as required, and has not made a determination as to whether the
implementation will have a material impact on the Company's financial condition
or results ofoperations.
     The FASB issued SFAS 128, "Earnings Per Share" and SFAS 129, "Disclosure
of Information about Capital Structure" in February 1997. The Company will
adopt these pronouncements in its 1998 fiscal year, as required. The Company
does not believe the implementation of SFAS 128 and SFAS 129 will have a
material impact on the Company's financial condition or results of operations.

3.  Capital and Regulatory Requirements:
     Advest is subject to the net capital rule adopted and administered by
the New York Stock Exchange, Inc. ("NYSE") and the Securities and Exchange
Commission. Advest has elected to compute its net capital under the
alternative method of the rule which requires the maintenance of minimum net
capital equal to 2% of aggregate debit balances arising from customer
transactions, as defined. The NYSE also may require a member firm to reduce
its business if net capital is less than 4% of aggregate debit balances and
may prohibit a member firm from expanding its business and declaring cash
dividends if net capital is less than 5% of aggregate debit balances. At
March 31, 1997,
                                   -7-

<PAGE>

Advest's regulatory net capital of $56.0 million was 13.95% of aggregate
debit balances and exceeded required net capital by $48.0 million.
     Under state bank regulatory restrictions, Advest Bank (the "Bank") is
required to maintain a minimum level of capital and to limit annual dividends
to the total of the current and prior two years retained net income. As a
result of these restrictions, the Bank with an accumulated deficit at March
31, 1997 is prohibited from declaring dividends. At March 31, 1997, the
Bank's leverage capital, risk-based and Tier 1 capital ratios were 6.81%,
10.76% and 9.51%, respectively, which met all regulatory requirements.


Item 2.  Management's Discussion and Analysis of Financial Condition
and Results of Operations

Overview
     The Company provides diversified financial services including securities
brokerage, trading,  investment banking, consumer lending, trust and asset
management.  All aspects of the Company's business are highly competitive and
regulated and impacted by a variety of factors outside of its control
including the economy, interest rates, the political climate and investor
sentiment.  Consequently, revenues and operating results can vary
significantly from one reporting period to the next.
     On January 30, 1997, the Company redeemed $20.3 million outstanding
principal amount of its 9% convertible subordinated debentures due 2008.  The
redemption price was 101.2% of the par value of the debentures, together with
accrued interest.  A total of 18,716 shares was issued to debenture
holders electing to convert $.3 million par value of debentures into
the Company's common stock at the conversion price of $13.57.  Cash was
issued in lieu of fractional shares.
     The Company paid a quarterly dividend of $.03 per share on April 15,
1997 to shareholders of record on March 31, 1997.  It represented the first
dividend declared by the Company since December 1990.  In February 1991, the
Company's Board of Directors voted to suspend dividends primarily as a result
of losses at Advest Bank.
     The Company reported net income of $3.2 million ($.36 per share) for its
second quarter ending March 31, 1997 compared with net income of $3.5 million
($.40 per share) a year ago, a 10% decline.  Total revenues increased 4% to
$68.5 million and total expenses increased 6% to $63.0 million.

Advest, Inc.
     The Dow achieved a record high 7085 on March 11,1997, but subsequently
lost momentum and closed the quarter at 6583, up 17% and 2%, respectively,
from the prior year and quarter, but down 7% from its high.  The other major
equity indices experienced similar volatility due to various factors
including concerns of additional interest rate hikes by the Fed and
anticipated first quarter earnings reports of corporate issuers.
     Advest posted pre-tax income of $5.9 million compared with $6.8 million
last year, a 13% decline.  Total revenues increased 6% to $63.8 million, with
year-to-year gains posted in all areas, except investment banking.  Agency
commissions increased 3% to $29.9 million, second only to the June 1996
quarter.  Asset management revenues increased 30% to $5.6 million, a record
level for the eighth consecutive quarter.  Investment banking revenues
declined 25% to $5.3 million, primarily related to a $1.1 million gain on the
exercise of warrants in the prior year as well as lower current quarter
merger and acquisition fees.

                                   -8-

<PAGE>

Advest Bank
     Advest Bank was profitable for a sixth consecutive quarter, remains in
full compliance with all capital and regulatory requirements and is deemed a
"well-capitalized" bank.  The Bank posted pre-tax earnings of $.1 million
compared with $.3 million a year ago.  Current quarter earnings were
negatively impacted by interest income reversals on $2.2 million in
commercial loans classified as impaired during the quarter as well as
carrying costs related to other real estate owned ("OREO") and the mark-to-
market adjustment on mortgages available for sale related to higher
interest rates.
     During the quarter, the Office of Thrift Supervision approved the Bank's
application to convert from a state savings bank charter to a federal savings
bank charter.  The conversion will enable the Bank to offer trust and
residential lending services in all fifty states.  Concurrent with the
charter conversion, which became effective April 15, 1997, the Bank has been
renamed Advest Bank and Trust Company.

Results of Operations
                  Three Months Ended March 31, 1997 Versus
                      Three Months Ended March 31, 1996

     Net revenues, total revenues less interest expense, were $60.3 million,
an increase of $1.2 million (2%). Expenses, excluding interest, increased
$2.1 million (4%) to $54.8 million, primarily related to higher firm payroll
and sales-related compensation at Advest.  The effective tax rate was 42% in
the current quarter (annualized at 43%) compared with 44 % last year.  The
lower rate is related to lower state tax obligations, primarily in
Connecticut.
     Agency commissions increased $.8 million (3%) overall, led by a $.8
million (18%) increase in over-the-counter issues and a $.6 million (5%)
increase in listed securities.  Year-to-year declines of $.3 million (3%) and
$.3 million (15%), respectively, were posted for mutual fund sales, including
distribution fees, and insurance products.
     Investment banking revenues declined $1.8 million (26%) with most of the
decline attributable to a $1.1 gain on the exercise of warrants in the prior
year.  During the current quarter, corporate finance earned $1.0 million in
underwriting and private placement fees, a $.7 million (187%) increase from
the prior year.  Unit trust commissions increased $.3 million (40%).  Merger
and acquisition revenues declined $1.8 million (90%) to $.2 million.
     Revenue from principal transactions increased $.7 million (7%) to $10.2
million.  Corporate and municipal bond trading profits increased $1.0
million, collectively.  Commissions on debt securities declined $.7 million
(14%).  Commissions on equities increased $.6 million (15%) while related
trading losses were $.2 million.
     Asset management revenues increased $1.4 million (30%) to $6.2 million.
Advest's income increased $1.3 million (30%) primarily as a result of a 24%
year-to-year increase in fee-based assets (to $2.1 billion at March 31, 1997)
and higher service fees.
     Net interest income increased 6% to $6.5 million.  Advest's net interest
gained $.5 million (10%), primarily due to significantly higher average
margin debits, partly offset by increased bank borrowing and reduced interest
spreads.  The Bank's net interest income declined $.4 million (17%) primarily
due to current quarter interest income reversals as previously discussed.
     Compensation costs increased $1.4 million (4%) primarily due to higher
general payroll, including personnel additions in research, investment
banking and trading associated with the Company's investment excellence
initiative.  Communications costs increased $.5 million (10%), primarily
related to sales volume-driven increases in clearing costs by Advest's third
party data processor as well as higher service bureau and phone costs.
Professional fees increased $.2 million (18%) primarily related to personnel
agency fees associated with recruiting.

                                   -9-

<PAGE>

                   Six Months Ended March 31, 1997 Versus
                       Six Months Ended March 31, 1996

     Net revenues increased $5.7 million (5%) to $122.2 million.  Year-to-
date principal transactions, asset management and net interest revenues are
consistent with the March quarter analysis.
     Agency commissions increased $4.3 million (8%), led by over-the-counter
commissions, up $2.1 million (23%), and listed commissions up $1.8 million
(8%).  Mutual fund commissions, including distributions fees, increased $.5
million (3%).
     Investment banking revenues declined $1.1 million (7%) to $14.0 million.
Underwriting commissions increased across the board, led by equities, up $1.1
million (31%) unit trusts, up $.6 million (44%) and municipal bonds, up $.2
million (28%).  Corporate finance underwriting fees declined $.9 million
(39%) primarily as a result of a substantial conversion fee in the prior
year.  Consulting and valuation fees increased $.4 million (75%) while merger
and acquisition fees declined $1.5 million (42%).  Prior year revenues also
include a $1.1 million gain on the exercise of warrants.
     Other income decreased $1.1 million (22%) to $3.9 million primarily due
to a $.9 million prior year gain on the sale of an equity investment held by
Advest and a $.2 million current year decline in gains on sales of
residential mortgages.
     Net expenses increased $6.4 million (6%) to $110.8.  Compensation costs
increased $5.3 million (7%) primarily as a result of increased general
payroll, higher volume-related compensation and incentives and recruiting
incentives.  Communications costs increased $1.0 million (10%) primarily
related to sales volume-driven increases in clearing costs by Advest's third
party data processor as well as higher service bureau and phone costs.
Professional fees increased $.6 million (23%) due to increased personnel
agency fees and consulting costs. Occupancy and equipment costs decreased $.7
million (8%) primarily due to a primarily to a $1.0 million prior year cost
related to an early lease termination.  This decline was partly offset by
higher current year equipment rental and depreciation costs associated with
ongoing firm-wide hardware and software upgrades.  Other expenses declined $.4
million (7%) primarily due to lower settlement expenses at Advest and lower OREO
costs and FDIC premiums at the Bank.  These declines were partly offset by a
$.6 million current year charge related to the retirement of the Company's
convertible debentures.

                       Liquidity and Capital Resources
                       Six Months Ended March 31, 1997

     In December 1996, AGI issued $35 million 7.95% seven year senior notes
in an unsecured private placement transaction with three institutional
investors. During the current quarter, as previously discussed, the Company
disbursed $20.3 million to retire its outstanding convertible debentures. The
conversion of the debentures eliminates the potential dilution of the
Company's common stock by 15%. During the first quarter, the Company repaid
its full outstanding indebtedness of $4.4 million, including accrued interest
and fees, under a loan from a third party bank.
     During the current quarter, AGI loaned Advest $10.0 million at a rate of
8% per annum, utilizing proceeds of its $35.0 million subordinated borrowing.
The loan is unsecured and subordinated to certain other corporate
obligations.  The purpose of the loan was to increase

                                   -10-

<PAGE>

Advest's regulatory net capital.  On April 1, 1997, Advest repaid in full an
outstanding secured equipment note in the amount of $6.3 million to an
unrelated third party lender.
     As previously discussed, the Company paid a quarterly dividend of $.03
per share on April 15, 1997 to shareholders of record on March 31, 1997.  The
total amount paid was $.3 million.
     Payables to brokerage customers increased $40.5 million (14%)
contributing substantially to the pay down of $13.8 million (35%) of short-
term borrowings and the financing of a $18.9 million (5%) increase in margin
debits.
     There have been no other material changes to the Company's liquidity or
capital resources since September 30, 1996.


                         Part II. Other Information

Item 1.  Legal Proceedings

     The Company has been named as defendant in a number of lawsuits arising
principally from its securities and investment banking business. Some of
these actions involve claims by plaintiffs for substantial amounts. While
results of litigation cannot be predicted with certainty, in the opinion of
management, based on discussion with counsel, the outcome of these matters
will not result in a material adverse effect on the financial condition or
future results of operations of the Company.

Item 2.  Changes in Securities

     During the current quarter the Company collectively assigned
47,529 shares of its common stock as compensation to an employee
under an Employment Agreement.

Item 4.  Submission of Matters to a Vote of Security Holders

     The Company commenced solicitation of proxies on December 24, 1996 in
connection with its Annual Meeting held on January 30, 1997.  The
solicitation was performed in accordance with Section 14 of the Securities
and Exchange Act of 1934 and the rules thereunder.  There was no solicitation
in opposition to management's solicitation.  A total of 8,294,420 shares were
represented at the meeting out of the total of 8,392,396 issued and
outstanding as of the December 10, 1996 record date for the meeting.
     At the Annual Meeting, the reelection as directors of Sanford Cloud,
Jr., Grant W. Kurtz, Barbara L. Pearce and Allen Weintraub to serve for three
year terms expiring in 2000 was considered.  All such nominees were reelected
to the Board of Directors.  The nominees received the following votes:

                              In Favor
                    ---------------------------------------------------
Nominee                  In Person  By Proxy    Total       Withheld

Sanford Cloud, Jr.            0    7,825,617  7,825,617     468,803
Grant W. Kurtz                0    7,819,446  7,819,446     474,974
Barbara L. Pearce             0    7,803,976  7,803,976     490,444
Allen Weintraub               0    7,815,628  7,815,628     478,792

                                   -11-

<PAGE>

     The terms of office of the following continuing directors expire in
1998: George A. Boujoukos, Anthony A. LaCroix, Corine T. Norgaard.  The terms
of office of the following continuing directors expire in 1999: Richard G.
Dooley, Robert W. Fiondella, and John A. Powers.
     No other matters were voted upon at the annual meeting.

Item 6.  Exhibits and Reports on Form 8-K

    (a) Exhibits
          Exhibit 11 -- Computation of Net Income Per Share
          Exhibit 27 -- Financial Data Schedule (Selected financial data-for
                        EDGAR electronic filing only to SEC)

          The interim financial information contained herein has been
          subjected to a review by Coopers & Lybrand L.L.P., the registrant's
          Independent Accountants, whose report is included on page 13 of
          this filing.

    (b) Reports on Form 8-K
          None

                                   -12-

<PAGE>
                      Report of Independent Accountants



To the Shareholders and Board of Directors of
  The Advest Group, Inc.:


We have reviewed the accompanying balance sheet of The Advest
Group, Inc. and subsidiaries as of March 31, 1997, and the
related statements of earnings for the three-month and six-month periods
ended March 31, 1997 and 1996, and cash flows for the six-month periods
ended March 31, 1997 and 1996, and changes in shareholders' equity
for the six-month period ended March 31, 1997. These financial
statements are the responsibility of the Company's management.

We conducted our review in accordance with Statements on Standards for
Accounting and Review Services issued by the American Institute of Certified
Public Accountants. A review of interim financial information consists
principally of applying analytical procedures to financial data and making
inquires of persons responsible for financial and accounting matters. It is
substantially less in scope than an audit conducted in accordance with
generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that
should be made to the aforementioned financial statements for them to be in
conformity with generally accepted accounting principles.

We have previously audited, in accordance with generally accepted auditing
standards, the consolidated balance sheet as of September 30, 1996, and the
related statements of earnings, changes in shareholders' equity and cash
flows for the year then ended (not presented herein), and in our report,
dated October 23, 1996, we expressed an unqualified opinion on those
consolidated financial statements. In our opinion, the information set forth
in the accompanying balance sheet as of September 30, 1996, is fairly stated,
in all material respects, in relation to the balance sheet from which it has
been derived.


COOPERS & LYBRAND L.L.P.




Hartford, Connecticut
April 16, 1997

                                   -13-

<PAGE>
                                 Signatures


     Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant duly caused this report to be signed on its behalf by the
thereunto duly authorized.



                                           The Advest Group, Inc.
                                             Registrant


Date      May 9, 1997                        /s/ Allen Weintraub
                                                Allen Weintraub,
                                           Chairman of the Board and
                                            Chief Executive Officer


Date      May 9, 1997                        /s/ Martin M. Lilienthal
                                               Martin M. Lilienthal,
                                            Senior Vice President and
                                             Chief Financial Officer

                                   -14-

<PAGE>
                                Exhibit Index


 Exhibit       Description

    11         Computation of Net Income Per Share

    27         Financial Data Schedule (Selected financial data - for EDGAR
               electronic transmission only for SEC.)

                                      -15-