Subject: File No. S7-03-04
From: Douglas W Palme

February 17, 2004

As an American and as an investor that invests heavily in the mutual fund markets, I am strongly opposed to the proposed rule that would require the chairman of mutual funds to be a disinterested party to the investment company. Such a rule flies in the face of several studies conducted by many leading universities including Stanford School of Law.

I not only WANT the chairman to be a vested party, I REQUIRE it.

I understand what the Securities and Exchange Commission is attempting to do, but creating a simple-minded, one rule fits all approach is NOT the answer. I believe in choice and that choice should allow me as a stake holder in a mutual fund to decide for myself who I want running things at the top.

If this rule becomes law, I will have no alternative but pull my investments from mutual funds and place them in individual stocks and foreign markets, thus increasing my level of risk. Not to mention taking away from the entire mutual fund community. I can assure you that I will not be the only investor that will take this approach.

Please slow down and consider what you are doing before you do it, the damage you inflict could be monumental.