From: oliver@ctsg.com
Sent: Thursday, December 05, 2002 11:52 AM
To: rule-comments@sec.gov
Subject: File No. S7-36-02



Dear SEC Secretary,

I am new to the world of Mutual Funds as of this year, and was very 
surprised to learn that mutual fund companies are not required to 
disclose how they vote on corporate proxy resolutions.  Given the 
corporate scandals of late, I would think that my support of the 
SEC's proposed rule to require mutual fund companies to disclose 
how they vote on corporate proxy resolutions would be NO surprise.

The recent wave of corporate scandals provides ample evidence that 
corporate America need greater transparency, responsibility and 
accountability.  It is estimated that mutual funds, which represent 
about 90 million Americans, account for 20 percent of proxy votes at 
corporate shareholder meetings. As such, mutual funds can play a 
major role in insisting on more responsible behavior on the part of 
publicly traded companies.
 
In the absence of public disclosure of proxy policies and proxy 
voting records, there is no way for me to know whether the manager 
of my mutual fund is acting in a manner that reflects my wishes.  
As a mutual fund shareholder, I want to know how my mutual fund is 
voting on issues related to executive pay, board make-up and independence, 
global warming and other environmental issues, worker rights, gender 
discrimination and other issues that matter to me.  I want potential 
conflicts of interest exposed.  I want to know what principles will 
guide the mutual fund in determining how it votes in corporate proxy 
contests. 

I believe that as an owner of a mutual fund, I am entitled to know 
how my proxy is being voted. I urge the SEC to stand up for investors 
and for corporate accountability and to vote in favor of the proposed 
proxy voting rule.


Oliver Hayden

3380 Harris St.

Eugene, OR 
97405