From: Sandra Polk
Sent: August 14, 2006
Subject: File No. S7-03-04

SEC Chairman Christopher Cox

Dear SEC Chairman Cox,

Mutual funds are an increasingly important savings vehicle for tens of millions of working Americans such as I. We are the owners of these funds and we bear the risks if they are dominated by self-interested insiders. We look to the SEC to protect us from unscrupulous business practices.

I am writing to express my strong support for the proposed rule requiring that mutual fund boards have an independent chairperson and at least 75 percent independent directors. These rules were among the most important reforms adopted by the SEC in the wake of the mutual fund trading and sales abuse scandals.

A recent study by AFSCME and The Corporate Library found mutual funds "rubber stamp" excessive management pay and generally support the vast majority of management remuneration proposals (three out of four get okayed, no questions asked). Institutional investors overwhelmingly believe that the current system overpays executives. We desperately need INDEPENDENT directors to stand up to the excesses of the money managers.

The Investment Company Act requires that mutual funds be managed in the interests of their shareholders. Requiring independent directors and chairpersons will help ensure this safeguard for the small investor, to make sure the little person gets a fair shake.

I am asking you to please, on behalf of the small investor, who is at the mercy of the managers, PLEASE support the Investment Company Act and require INDEPENDENT directors and chairpersons.

Thank you for considering my comments.


Sandra Polk