From: Mark Watterson [watterson@peoplepc.com] Sent: Thursday, August 01, 2002 6:18 PM To: rule-comments@sec.gov Subject: File # S7-21-02 Dear SEC, There are two problems with your certification rule. One is major, the other is more major. 1. By publicizing their company's financials, management has INHERENTLY ALREADY certified them! Your new rule only duplicates the existing standards. 2. Certifying "to the best of their knowledge" gives management a way out that nullifies the certification. This is easy to verify. How many of the corporate crooks of today are claiming ignorance? Here's something to think about: If the insiders are making millions of dollars in compensation, shouldn't "NOT KNOWING" alone be a crime? If your reforms don't saddle ultimate responsibility on these people, then what good are YOU? Mark Watterson Dallas, TX 972-818-9004