Date:    1/5/98  12:39 PM
Subject: proposed rule S7-25-97

Arthur Levitt 
Securities and Exchange Commission
450 5th Street, NW
Washington, DC  20549
Phone: 202 942-0020/
Fax 202 942-9654/202-942-9646
     
     
Mr. Levitt, Sir:
     
I'm outraged at the concept of rule S7-25-97 (the stockholder gag rule). The 
rule you propose deletes the one element of democracy in a private sector 
that has more impact over all our lives than any government in history.
     
Stockholders need to be able to communicate with management and each other 
about all issues related to company policy. What may seem to management like 
a nuisance to hear from time to time also provides important feedback on 
operations.
     
Ethical issues and issues of fair treatment are a vital part of business 
practices.  As exemplified in the Shell future-scenarios for the past few 
years, so-called "externalities" ultimately make up the resource base 
corporations depend on for continued growth -- whether that be the declining 
forests, the flow of funds into wages (Ford didn't do so badly paying his 
workers enough to buy one of his cars), public trust, or public opinion that 
women's views need to be represented in the highest levels of corporate 
decision-making.
     
If stockholders are not able to function as participating owners of the 
company at the level of having the right to communicate our interests, then 
we become nothing but bettors on a horse race in which we don't have a horse 
of our own.  
     
Management already has gone very far at turning itself into the owners of 
many publicly-held companies, with massive stock giveaways to themselves in 
addition to overblown salaries. The final straw is to make a rule saying 
they don't even have to listen to anyone else's ideas.
     
     
Sincerely,
     
F.L. Werden
P.O. Box 33220
Austin TX 78764 USA
(512)416-9000/ FAX 416-9003