Subject: File No.
From: Thomas R Gearhart

October 27, 2010

To whom it may concern:

I have recently learned that in the proposed changes of
12b-1 fees to 12b-2 fees there is a provision that would allow broker dealers to set their own charges and create new share classes.

Although the intention may be to save investors costs to invest, the outcome is more likely to be a "race to the bottom" in order for broker/dealers to capture market share while leaving investors without much if any ongoing service because the compensation to the registered representative becomes too low to porvide any proactive reviews, rebalances, etc. Middle class American investors may become more focused (obsessed with) on cost than value.

This is a bad idea. the current .25% barely covers my cost to provide staff and my time to provide professional guidance. Please do not allow this to occur.


Thomas R. Gearhart,CLU