From: Lee Robinson
Sent: September 12, 2005
To: rule-comments@sec.gov
Subject: File No. 1-03788

Dear Sir or Madam,

We are holders of over one million shares of Royal Dutch [RD] shares. As holders of over 5% of the remaining minority shares we believe we are the largest holder of shares other than the parent Royal Dutch Shell.

We strongly believe that the delisting of the shares would be contrary to the interests of minority shareholders.

We would like the following to be taken into account:

1. The outstanding minority shares have a market value of over $1.7 Billion [would be large enough for the S&P 500]
2. Daily volume has averaged over 400,000 shares ( ~ $25 million of value) which is makes this a profitable stock for the exchange, brokers and investors. As a percentage of freely available shares RD shares are now MORE liquid than prior to August 8th. See appendix I
3. We take strong exception to the committee’s statement that the ‘ benefits to the issuer [ a $200 billion company] outweigh the disadvantages of the minority shareholders ‘[ in some cases poor and elderly]. It is noted that the delisting by RD leaves RD at no disadvantage.RD generates $8-10 billion of post tax profit per annum and over 110,000 employees. The economic cost of maintaining the listing is insignificant in this context.
4. A liquid market in the parent company does not take into account the transaction costs or individual tax costs of converting positions.
5. RD has not stated the method by which the minority shares will be acquired.
6. Precedents for squeeze outs of share for share mergers in Holland are extremely rare leading to considerable uncertainty of the outcome.
7. Investors should be given a period of time to consider what is the best course of action for them
8. Many investors may be forced sellers because they cannot hold delisted stock
9. Investors have different tax payments on disposal and may sell before a more tax advantageous share offer is presented.
10. Minority shareholders in general are less sophisticated. Many look to sell their shares upon receiving any corporate action from their broker at which point the option to sell stock may have passed
11. RD has stated that one of the means of acquiring the minorities is through private share transactions. A delisting would remove transparency from this process
.
12. RD recent poor corporate governance record resulting in record fines may imply that minority investors could be poorly treated outside the framework of a full listing
13. RD is currently buying back shares in one class of shares but not treating all classes including minorities equally.

We strongly urge request that delisting is not allowed until at least 20 business days after the publication by RD of its intentions regarding the minorities and preferably not until after agreement with over 50% of the minorities has been reached. We would support delisting in this scenario.

Lee Robinson
CEO
Trafalgar Asset Managers
66 Chiltern Street
London W1U 4JT

Appendix I