From: berarducci@juno.com Sent: Tuesday, December 16, 2003 9:48 PM To: rule-comments@sec.gov Subject: Re: File No. S7-19-03 Secretary Jonathan Katz Securities and Exchange Commission Re: File No. S7-19-03 450 Fifth St., N.W. Washington, DC 20549 Dear Secretary Katz, Re: File No. S7-19-03 I am writing to offer supporting comments on SEC proposal S7-19-03 regarding security holder director nominations. The idea that accountability is only for the poor and middle classes is too much for words - the realm of politicians and fools. Be bold enough to strike a blow for common sense - and if you can stand the thought- DECENCY - and allow the people who would suffer the most a chance to risk their hard-earned funds with people of the same convictions. Too many corporate boards appear eager to award outrageous pay and retirement perks to corporate executives. These same boards are unwilling to challenge CEOs with the tough questions their duties require. As we learned from recent corporate scandals, this kind of board behavior can allow self-dealing executives to destroy entire corporations and walk off with millions, leaving shareholders, workers and communities to suffer the consequences. By giving shareholders a voice in picking corporate directors, the reforms put forward by the SEC have the potential to put an end to the "Imperial CEO." However, as proposed, the rules contain certain barriers, including high ownership thresholds and a cumbersome two-year process, which would make them difficult for investors to actually use. I urge the SEC to reject the overly constraining barriers and to adopt final rules that truly will give shareholders a voice in picking directors at America's largest corporations. Corporate reform should be something investors actually can use. Do the RIGHT thing - people in this country actually fought a war against political tyranny - don't allow a "ruling elite" to practice economic tyranny towards investors. Sincerely, Dan Berarducci 5124 Bradford St. Hamburg, New York 14075