From: John Herr [jherr@johnherrphoto.com]
Sent: Wednesday, December 04, 2002 2:16 PM
To: rule-comments@sec.gov
Subject: File No.S7-36-02 and S7-38-02

Jonathan G. Katz, Secretary
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549-0609



Dear Sir:

I am writing to encourage you to support adoption of the Files 
Numbers S7-36-02 and S7-38-02. These rules will act to encourage 
greater corporate accountability and will help ensure that mutual 
fund and financial advisers are acting in the best interests of 
shareholders. Proxy voting transparency is critical to protecting 
shareholders' interests. 

Respectfully,

John P. Herr

-- 
John Herr
717-509-8559, 717-330-6660
220 1/2 N. Prince St.
Lancaster, PA 17603
jherr@johnherrphoto.com