June 18, 2002
Jonathan G. Katz
Secretary, Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549
Re: Proposed Rule, Form 8-K Disclosure of Certain Management Transactions
Dear Mr. Katz:
Delphi Corporation respectfully submits this correspondence communicating our position on the above noted Securities and Exchange Commission (the Commission) proposed rule change.
We support the Commission's intent to accelerate the filing of certain management transactions and believe investors would be better informed with this information. However, we recommend a process different than the one proposed by the Commission to gather and make this information available to investors.
Specifically, we believe that the Commission would better serve the investing public by creating a new electronic reporting system that will immediately disclose these certain director and executive officer transactions. Such a system could utilize password protected Internet-based reporting forms or the acceptance of commonly used business documents, such as word processing files and Portable Document Format files. Under this new system, we would also suggest eliminating the requirement to report certain management transactions via Form 4 (current paper submission), as the proposed rule would potentially result in redundant reporting via Form 8-K and Form 4. In addition, the proposed reporting system will result in an administrative and financial burden for those entities, such as Delphi, that outsource the preparation of their filings via the EDGAR system. Finally, we believe that the amendment of Form 8-K to include Item 10 for the reporting of certain director and executive officer transactions would diminish the importance of current Form 8-K filings.
Please contact us if you desire further input or clarification at (248) 813-2592.
John G. Blahnik
Vice President and Treasurer,
Acting Chief Accounting Officer and Controller