From: Carolyn Pyle
Sent: April 8, 2006
Subject: File No. S7-03-06

Securities and Exchange Commission

Dear Securities and Exchange Commission,

As someone who lost a major portion of my 401k and stock value in TYCO I would welcome this type of action. I worked for a TYCO owned company, Unistrut Corp, and was encouraged to buy stock at a discounted rate and invest in the company's stock in my 401k plan. Little did I know that Dennis Koslowski was robbing the kitty and cooking the books. How do we protect the employees and general Americans from such horrible abuses? I lost more than 6 times as much as it would have cost Dennis to buy a shower curtain. Nice that he lives in Florida where his mult million dollar mansion can't be taken from him. OJ Simpson and Dennis both live there to take advantage of this loophole in the laws.

What a shame that the crooks of the world make off with the little guys hard earned money. Is there any justice out there?

I am writing to urge the Securities and Exchange Commission to act on its proposed rule making on executive compensation disclosure. Too often executives are richly rewarded even when their companies' performance is below par. Without better disclosure, shareholders, employees and the general public cannot evaluate whether executive pay packages are unjustly enriching executives at shareholder cost or providing fair compensation.

The newly proposed rules will make this crucial information more accessible to shareholders and the public. The new requirements to disclose total compensation figures, pensions and detailed compensation breakdowns will make it clear exactly how much top executives are earning and why.

I believe that CEO pay should be set by independent directors.
Under the proposed rule, a director could secretly do $120,000 in business with a company, an amount that is more than four times the average worker's annual pay of $27,460. Shareholders should be told if directors have potential conflicts of interest, no matter what the amount.

I also urge the SEC to require that companies disclose pay-for-performance data. In order for investors to understand how pay and performance match up, companies need to explain more clearly what level of performance is necessary for a particular level of pay. I urge the SEC to require companies to disclose both the performance criteria and the performance targets they use when setting executive pay.


ADDISON, Illinois 60101