Financial Industries Corporation

August 21, 1998

Jonathon G. Katz


Securities and Exchange Commission

450 5th Street, N.W.

Washington, D.C. 20549-6009

Re: File No. S7-16-98

Proposed Amendment to Rule 102(e) of the Rules of Practice

Dear Mr. Katz,

Our company has recently been informed that the Securities and Exchange Commission has proposed an amendment to Rule 102(e) of the Rules of Practice in an attempt to clarify the scope and application of Rule 102(e). We are also aware that the American Institute of Certified Public Accountants ("AICPA") has issued a response to the proposed amendment, as well as an alternative proposal.

We are forwarding this letter to express our support for the AICPA’s position with regard to the SEC’s proposed amendment. Moreover, we believe that the alternative proposal promulgated by the AICPA is the appropriate solution for advancing the intent of Rule 102(e) and balancing the needs of all interest parties.

Thank you for your consideration of our viewpoint.

Very truly yours,

James M. Grace

Vice President, Treasurer

and Chief Financial Officer