Subject: File No. 265-23
From: Terry D Frandsen
Affiliation: CFO of Escalade, Inc.

March 21, 2006

I am strongly in favor of the Securities and Exchange Commission (SEC) Advisory Committee on Smaller Public Companies recently published proposed recommendations regarding the Sarbanes-Oxley Act (SOX) Section 404 for the following reasons:
a) As currently applied, SOX 404 evaluations and testing focus on the nuts and bolts of low level financial reporting controls. This does little to prevent or detect the fraud perpetrated by senior management such what was experienced at Enron and WorldCom. In those instances, senior management committed the fraud with the help of the outside auditors. From my viewpoint as a CFO, I cannot see SOX 404 attestations preventing that kind of behavior from reoccurring.
b) Experience indicates that the cost of having the outside auditors evaluate and opine on the SOX 404 evaluation performed by management is roughly double the cost of the annual audit. Investors would receive greater assurance if this money were spent to perform quarterly audits of the financial statements.
c) SOX 404 rewarded the accounting profession for its involvement in the Enron and World Com frauds by mandating additional audit fees from public companies. Public companies got no value from this additional expenditure, just increased hurtles in competing with international companies not subject to SOX 404.