Subject: File No. S7-19-03
From: Mark Zeidler

October 9, 2004

From: []
Sent: Saturday, October 09, 2004 2:43 PM
Subject: Support for shareholder oversight of executives

I support and applaud the efforts of Harvey J. Goldschmid, to find some valid method of applying pressure on CEO's (and other execs) to perform according to expectations. We have removed 'the market principle' from the hiring of executives, since their salaries and severence packages often amount to winning the lottery, from the perspective of an average American wage-earner.

There is not sufficient overriding pressure on executives to 'get it right' since as a group they vote their own salary increases and bonuses. This situation does not exist for lower level managers and staff, whose performance is intimately tied to their prospects of increased compensation and even continued employment.

I would suggest that shareholder rejection of a limited number of company directors during the selection process, is not a sufficient remedy. I would encourage shareholder oversight, ie. the establishment of principles and conditions under which it would be appropriate for shareholders to remove limited numbers of board members due to incompetence, corruption, or longterm failure to perform.

The current weak economy is directly related to the long-standing abuses of excess executive compensation and the lack of leverage over executives once they have been ensconced in their respective chairs. This is a problem easily remedied by infrastructural and institutional changes.

Please consider passing proposals along those lines, for the sake of our great nation's heritage.

Mark Zeidler
3788 NE 4th St., #F106
Renton, WA 98056