From: deb@pscs.org Sent: Thursday, December 05, 2002 9:54 AM To: rule-comments@sec.gov Subject: FILE NUMBER S7-36-02 and S7-38-02 Re: File Numbers S7-36-02 and S7-38-02 Mr. Jonathan G. Katz, Secretary Securities and Exchange Commission 450 Fifth Street NW, Washington, DC 20549-0609 Dear Secretary Katz: I am writing in support of the Securities and Exchange Commission's recently proposed rules regarding proxy voting disclosure by mutual funds and investment advisers, File Numbers S7-36-02 and S7-38-02. As a mutual fund investor, I fully support instituting meaningful disclosure and the recommendations set forth in these proposed rules. I am also in support of the Commission requiring that funds and advisers disclose their actual votes, in addition to their guidelines and procedures. I disagree with those who say that mutual fund investors do not want to review their funds' voting records, and will not use this information to inform their investment decisions. Voting guidelines provide valuable information, but voting records will provide true accountability. These rules will provide me with an opportunity to identify mutual funds and investment advisers who take their voting responsibilities seriously so that I can ensure that my investments are helping to support greater corporate accountability. Engaged proxy voting can help improve corporate governance and encourage greater social and environmental responsibility. When all mutual funds and investment advisers reveal how they cast proxy votes, enabling shareholders to know what is being done in their name, we can expect corporate governance and accountability to greatly improve. Thank you for this opportunity to comment on the proposed rules, and for taking these important steps toward restoring investor confidence in the markets. Sincerely, Deborah M. Schaack