From: Monica L. Sanchez
Sent: April 6, 2006
To: rule-comments@sec.gov
Subject: File No. S7-03-06

Securities and Exchange Commission

Dear Securities and Exchange Commission,

The SEC needs to act on its proposed rule making on executive compensation disclosure. Without better disclosure, shareholders, employees and the general public cannot evaluate whether executive pay packages are unjustly enriching executives at shareholder cost or providing fair compensation. With the newly proposed rules this crucial information will be more accessible to shareholders and the public and we can hold these executives more accountable. The new requirements to disclose total compensation figures, pensions and detailed compensation breakdowns will make it clear exactly how much top executives are earning and why.

Shareholders should be told if directors have potential conflicts of interest, no matter what the amount in question. A director can secretly do $120,000 in business with a company, an amount that is more than four times the average worker's annual pay of $27,460. This should not continue.

I ask the SEC:
--to require that companies disclose pay-for-performance data.
In order for investors to understand how pay and performance match up, companies need to explain more clearly what level of performance is necessary for a particular level of pay.
--to require that CEO pay be set by independent directors.
--to require companies to disclose both the performance criteria and the performance targets they use when setting executive pay.

Sincerely,

Monica L. Sanchez
6402 Woodhue Drive
Austin, Texas 78745-3736