From: Knschacht@aol.com Sent: Wednesday, June 11, 2003 10:14 PM To: rule-comments@sec.gov Subject: Re: S7-10-02 Attention: Jonathan G. Katz Dear Mr. Katz I would like to encourage and thank the Commission for taking steps to review the current proxy rules regarding proxy access. This is an issue that has been raised in a number of contexts over the years and it is important that another opportunity is not lost for making important reforms. I have been a long time participant and observer of the corporate governance debate and feel there is nothing more important to the process of restoring confidence in the markets than to take action now. Please consider these important reforms: 1. Allowing qualified shareholders to present shareholder sponsored director nominees for election on the company's proxy. (i.e. proxy access) 2. Develop reasonable rules as to what "qualifies" a shareholder or group of shareholders to present such nominees. ( parameters might include size of holding and length of holding period and rules as to groups of shareholders forming for such purposes). 3. Ensure fair and equal treatment for proxy disclosures relating to both board nominated director candidates and shareholder nominated candidates. 4. Require timely, accurate and fully transparent reporting of vote tabulation activities and voting results. Thank you for your consideration. Sincerely, Kurt N. Schacht Wyser-Pratte Management 410 Park Avenue New York, NY 10022