Subject: File No. S7-03-06
From: Shankha S Mitra

April 7, 2006

I applaud your effort. If anything, the rules don't go far enough. I consider executive compensation to be one of the biggest drains on shareholder value. I do not believe that executives are brilliant enough to receive their pay packages (and then the golden parachutes). The performance of most companies in the recent past are ample proof. Moreover, such pay packages encourage corrupt behavior or creative accounting.