Subject: File No. 4-583
From: Louis M. Kerpan, Jr.

May 30, 2009

I urge the SEC to approve the rule making amending 14a-4(b)(1) to prohibit conferring discretionary authority to issuers with respect to non-votes on the voter information form or proxy.

The purpose of voting is to ascertain what the choice of a majority is regarding the matter at hand. In any voting process, those eligible to vote are given at least three choices: for, against or abstain. The current rule and it's interpretations do disenfranchise those voters who have chosen to abstain or not vote by counting their non votes as votes in favor of whatever management has chosen to support. Hence, as stated by the petitioner, the entire integrity of the voting process is questionable. This leads to very misleading and inaccurate results that can harm shareholders.

Louis M Kerpan Jr
Buena Park, CA