Subject: Attn Jonathan Katz re file # S7-25-97 Date: 11/24/97 2:35 PM To: Commissioners Securities and Exchange Commission c/o Jonathan Katz 450 5th Street N.W. Washington DC 20549 Dear Commissioners: Please consider the this to be public comment on the new S.E.C. rules with the public comment period end-date of November 25, 1997. Please do not require newly increased support for minority shareholder's to be able to bring an initiative forward. An amazing thing strikes me: With one percent of the families in this nation owning over 40% of the stock in its corporations, and so on in the extreme imbalance of wealth in the U.S. today, the majority of ordinary citizens in this democracy own from none to only the smallest fractions of stock through retirement type plans, THE PROPOSED RULES WILL HAVE THE EFFECT OF SHUTTING DOWN DISCOURSE ON CORPORATE POLICY ENTIRELY. A doubling of the percent of stock required in order to bring an initiative forward is clearly a blatant attempt on the part of corporate managers to eliminate from debate the already tiny window persons of conscience have to influence corporate policies. You have access to the statistics on ownership of wealth in the United States. You know that it will be nearly impossible for any minority stockholder group to bring an initiative forward for vote under your proposed rules, for the poorest stockholders would have to bear an extreme burden of contacting tremendous numbers -- sometimes millions -- of persons in order to be allowed to bring their proposal forward. Wealthy stockholders need contact only a few of their like-minded friends. When the subject is brought to their attention, the majority of U.S. citizens today will express regret that corporations are considered "persons" at law when their obvious only concern is bottom-line profitability. Has the S.E.C. a conscience? At least, it must recognize the legality of Congressional intent for creation of corporations. Then, hopefully, the S.E.C. will not forget (as have the nation's large corporations which it regulates) that the original purpose for creation of corporations was to serve the public trust. They were created to as subordinate to the soverign public -- i.e., subordinate to the MAJORITY of all citizens -- and for a first purpose of "the public good." Only after that were they created to make a profit. Will the public good be served through your proposed rules? The annoyance to elite majority stockholders of the voice of conscience from minority stockholding masses might be eliminated, but the good to the vast public citizenry is nowhere apparent from these proposed rules. Though minority in wealth and stock, the vast public citizen majority is who the S.E.C. must serve by law. Anyone would have to be kidding themselves to think that corporate America had the interest of the majority at heart these days, for they are even disloyal to the national interest of the U.S. in their pursuit of profits -- eliminating jobs, benefits, safety and health regulations, while exploiting the global poor through policies of neo-Colonialism. NAFTA and GATT have enabled an international lottery system of investment throughout the world, with our American corporations leading the charge as they jump from one third-world country to another to capture the lowest worker wages, occupational health laws, and environmental regulations. The guesses of elitists are followed by herds of stock portfolio managers, all competing for the most profit. Nowhere is anyone looking out for the American public if the S.E.C. does not claim its responsibility. The S.E.C. is supposed to be beholding to the nation at large -- not to those it regulates. I can just see the next edition of my college text book if you allow these new rules to go forward. You action would no doubt find its place in the chapter on "the iron triangle," telling how the regulators, the regulated, and lawmakers beholden to corporate campaign contributions cozily set policy that ignores the best interests of the public. Please advise me of the action you take. I thank you for the opportunity to comment. Yours very truly, Mary Kay Craig 518 West Granite Street Butte, MT 59701 email: georgemk@in-tch.com 11/24/97mkc