Subject: File No. S7-21-11
From: bill nelson
Affiliation: Investor

June 3, 2011

You are going too far. This is a slippery slope you are on. You are now going to start determining who can buy what.

You are headed towards protecting people from themselves

Under the rubric of stopping fraud, you have crushed small company capital formation

DTC, Finra and you have targeted small brokers, lawyers and CPA's willfully

that why we have no job creation, because of demonization of Wall Street.

144(g)3 is a joke, I had $1500 worth of a stock in certificate form, I can't even deposit it, i need a legal opinion because you are holding the brokerage firms responsible for stocks clients liquidate. The opinion costs almost as much as the stock is worth

144(i)1(i)'s evergreen provision makes it impossible for small companies to do business

the days of the small startup here are over..

congratulations: mission accomplished: you killed it

I've been in the market 28 years

You need to reconsider what you are doing here as you form state run capitalism...