From: Marty Seidl, CFP [MSeidl@mscmail.biz]
Sent: Thursday, May 06, 2004 10:30 AM
To: rule-comments@sec.gov
Subject: rule S7-09-04

Jonathon G Katz, Secretary
US Securities & Exchange Commission

In reference to the above rule, I would like to submit my comments.

I am a Certified Financial Planner, Series 24 registered principal, a 
Registered Investment Adviser Representative, have my Life and Health 
Insurance license and have a Bachelor's degree in Business Administration.

The main focus of my practice is providing 401(k) products to companies and 
providing employee education to the participants.

I feel strongly that my clients benefit from that communication and are better 
investors because of it.

12-be-1 fees are a significant element of compensation for me. The market that 
I service is the small business arena and without that stream of income I 
would not be able to support the plans and their employees as well as they 
should be.  

I have been in this business for about 7 years and it isn't easy.  With E&O 
insurance and all of the mandatory requirements, both financial and 
educational, costs are escalating at an unbelievable rate. 

Elimination of 12-b-1 fees would also have a significant on middle class 
America.  Advisors would simply not be able to support themselves servicing 
these clients and therefore, the largest group of Americans, with the greatest 
need, would be shut out from professional investment advise.

In light of the challenges we all face with retirement savings, the social 
security crisis, and employee education, it would be tragic if the income from 
12-b-1-fees were taken away. 

Martha Seidl, CFP
Mutual Service Corporation
711 E Woodcrest Dr
Appleton, WI 54915

920-882-1362