From: Patricia Rizzolo []
Sent: February 24, 2004
Subject: File No. S7-03-04

SEC Representatives:

I strongly support your proposal regarding "Investment Company Governance" which would mandate that mutual funds' boards of directors be chaired by outside investors who do not work for the investment adviser firms the boards oversee.

The current practice of allowing the same person to be chairman of a mutual fund board and a chairman or part owner of the that mutual fund's outside investment adviser firm is--at best--a blatant conflict of interest and--at worst--an invitation to betray the interests of shareholders of the fund or the investment adviser firm. I enjoin you to pass the proposal to stop dual governance of the type I have described. It is a start at cleaning up the industry.

Patricia Rizzolo

Patricia Rizzolo, Ph.D
Coordinator, Planning & Assessment
Penn State Abington
1600 Woodland Road
Abington, PA 19001
Telephone # 215-881-7364
Fax # 215-881-7317