From: jeo@planet-save.com
Sent: Friday, November 08, 2002 3:39 PM
To: rule-comments@sec.gov
Subject: FILE NUMBER S7-36-02 and S7-38-02
Re: File Numbers S7-36-02 and S7-38-02 
Mr. Jonathan G. Katz, Secretary
Securities and Exchange Commission
450 Fifth Street NW,
Washington, DC 20549-0609 

Dear Secretary Katz: 

I am writing in support of the Securities and Exchange Commission's 
recently proposed rules regarding proxy voting disclosure by mutual 
funds and investment advisers, File Numbers S7-36-02 and S7-38-02. 

The rules are a major step forward in providing greater transparency 
to investors whose proxy assets are held in mutual funds or entrusted 
to investment advisers. The SEC is making a clear statement that proxy 
voting is a fiduciary duty and should be exercised with the best 
interests of fund holders in mind. 

Mutual funds and advisers have enormous potential to shape corporate 
governance and social policies at portfolio companies. Public disclosure 
of proxy-voting policies and practices would pressure fund managers and 
advisers to refrain from unilateral rubberstamping of management's 
decisions, and would provide investors additional tools to distinguish 
among funds in the market. Indeed, the proposed rules would not only 
help investors identify those funds and advisers that carefully examine 
proxy proposals before voting on them, but also those who emphasize 
strong corporate governance or high standards of corporate social and 
environmental responsibility. 

When all mutual funds and investment advisers reveal how they cast proxy 
votes, enabling shareholders to know what is being done in their name, we 
can expect corporate governance and accountability to greatly improve. 

Thank you for this opportunity to comment on the proposed rules, and for 
taking these important steps toward restoring investor confidence in the 
markets. 

Sincerely, 

Julia Old