Subject: File No. 4-497
From: Gary Rushlo
Affiliation: Sales Executive/Project Manager

March 24, 2005

To Whom It Concerns:

I have been involved with small to mid-size companies for the past 30 years either directly as an employee or indirectly as a consultant/account manager. I have watched many of these companies struggle with internal controls, guidance and direction while be strapped for resources, both financial and human. Most of these companies have been honest and straightforward with all that they are doing and trying to become a success story.

Then along came SOX I understand the rationale behind the Act and the intent, all of which were good. However, there is so much of it that is left open to interpretation that it is starting to create more trouble than I believe it is going to prevent. It has been my experience that you could bring in 10 outside auditors to review a company and probably end up with 10 completely different lists of what issues are residing within that company. Then you see a company get stangled with so many controls that they cant afford to hire the staff needed to support it

I would suggest that if SOX is to prevail and be a success it has to be reviewed. The end result should be something provides more specific direction and more bite in the event that someone chooses to violate the law Something truly lacking now

Thank you for allowing me this opportunity.


Gary Rushlo