From: Deborah Nelson [debynelson@prodigy.net]
Sent: Friday, December 05, 2003 12:30 PM
To: Mr. Jonathan Katz
Subject: File No. S7-19-03

Deborah Nelson
1720 Vollmer Rd
Flossmoor, IL 60422


December 5, 2003

Mr. Jonathan Katz
U.S. Securities and Exchange Commission
450 Fifth Street N.W.
Washington, DC  20549-0609


Dear Mr. Katz:

I am writint to ask that you reconsider the Securities and Exchange 
Commission’s recent proposal that would allow -->certain<-- shareholders 
to nominate directors in company proxy materials.  

I believe this proposal is well intentioned but will hinder economic 
growth and over all corporate performance.  It could also permit special 
interest groups, such as unions (which do NOT need to be controlling both 
side of any issue!) and state pension funds, to make use of the rules to 
advance their own agendas rather than the profitablity of the company in 
question.  

Individual shareholders will not be better served by this proposal.  
Instead, individual shareholders gain when corporate leaders remain 
focused on business and create value for their shareholders.  

Our best power remains as consumers.  Buy and selling companies according 
to their performance.  Not in regulating in others to muddy the waters and 
dilute profitability.

Thank you for your attention to my concerns.


Kind regards,


Deborah J Nelson