Subject: File No. S7-09-09
From: W. Howard Thompson, CFA, CFP
Affiliation: Crescent Sterling, Ltd.

June 30, 2009

We have been a Federally RIA for over 15 years with approximately $150 million under management. We use an independent third party publicly traded custodian that supplies clients statements, confirms and account information directly to our clients. We do have a number of our fees deducted directly from client accounts that we view as a service to our clients.

The SEC estimates that the cost of the "Surprise" audit is $8,100. My understanding is that the cost is only for the out of pocket cost and does not include the cost of our personnel in complying with the demands of the audit. We have a total of 6 management and staff and a “Surprise” audit in addition to an SEC audit would be a severe imposition on a firm of our size.

As possible alternatives, please consider imposing a surprise audit as part of the SEC audit or audit the custodian for proper payments of invoices or exempt RIA that use independent third party custodians.


W. Howard Thompson