Subject: File No. S7-03-04
From: Edwin A Clay

March 7, 2004

the owners or a mutual fund like my johnson at fidelity do not take the strongest fiduciary interest of its fundholders.. Mr johnson and his associates take care of mr johnsones interests ie prioritize decisions to protect ownership interest first.. the fundholders are lower in the priority.. example.. Dodge and Cox of SFO take the interest of its oweners ie the shareholders as priority.. As all management and staff have their entire retirement invensment in Dodge and Cox funds and when they retire all of their assets are sold back to company and junior staff are than allowed to participate in growth. in Vanguard it is even simplier.. there is no propiatory interest in vanguard funds by management... management is allowed a specific fee for services... the funds are MUTUAL in character if not in name... An example where the SEC stepped in and prevented one large corporation to dominate another corporation was in 1920 Dupont bailed out William Durant of General Motors and in 1955 the SEC repuired Dupont to divist its shares of GM.. for some reason from 1920 with the intrtwined corporate governance. General Motors only used Dupont paint and fabrics in general motors cars.. The Mutual fund industry is a shambles today and consumer confidence is at an all time low.. well managed mutual funds with honest management meet their feduciary responsibilities to shareholders. the rest of the rascals should be brought into line.. please note.. Do to professional financial advisors advising clients of honest and professional management Dodge and Cox had over 3 billion dollars invested in dec of 2003. this large influx caused them to shut their funds no new shareholders to protect the interest of current shareholders.. this form of entegrity is recognized in the finance industry. Kudos to Dodge and Cox of San Francisco.. thanks for listening... edwin a clay