From: Jen Seamans [jseamans@pdx.edu]
Sent: Wednesday, December 04, 2002 12:59 PM
To: rule-comments@sec.gov
Subject: Letter in support of File No. S7-36-02

Dear SEC Secretary,

I am writing in full support of the proposed rule to require mutual fund
proxy voting disclosure.  There are numerous reasons why proxy voting
disclosure will benefit American participation in the stock market, and is
indeed long overdue.

First, as the summary of the proposed rule indicates, mutual funds have
increased from 6% to 19% of securities holdings in the last decade.  Because
they "count" now more than ever before, and are likely to continue
increasing, mutual funds should not be passive, management-line voters, but
should take their responsibilities to the holding company and to their
clients seriously.  The votes count, and there is an increasing number of
mutual funds who recognize the important role that they play.

Second, mutual funds are particularly an important tool for the
low/mid-income American investor because they are more accessible than other
types of holdings.  For many Americans, a retirement account is their only
foray into the stock market, and is frequently held in a mutual fund.
Mutual funds owe it to their investors to disclose their votes--ensuring a
more informed and democratic system.

Finally, recent corporate scandals have impacted the public trust of the
stock market.  Not only will a proxy voting disclosure rule increase the
transparency of mutual funds, but it will be seen a good faith gesture by
the SEC and increase public trust in the system.

I strongly encourage you to implement the proposed rule, with the
modification that voting records be made available on mutual fund websites.
This would optimize transparency, allowing prospective investors to choose a
mutual fund that truly represents their values, and decrease what I see as
unnecessary paperwork where the current rule proposes that records be made
available by request on letter receipt.

Sincerely,

Jennifer L. Seamans