From: LAPLAN14@aol.com Sent: Thursday, December 05, 2002 1:03 PM To: rule-comments@sec.gov Subject: Comments (s7-36-02, s7-38-02, s7-42-02, s7-46-02, s7-49-02) SEC Secretary Security and Exchange Commission 450 Fifth Street Washington, D.C. 20549 I am a private investor with meaningful holdings in mutual funds. I am not a financial professional. This communication is being written in support of several measures currently under consideration by the SEC. These measures include the following: 1. Measures related to the disclosure of proxy voting by Mutual Fund and other Professional Managers -- S7-36-02 2. Measures related to the disclosure of proxy voting by Mutual Fund and other Professional Managers -- S7-38-02 3. Measures related to the disclosure of off balance sheet matters -- S7-42-02 4. Measures related to the retention of records -- S7-46-02 5. Measures related to auditors' independence --S7-49-02. I urge the SEC to adopt and inforce each of these proposed regulations. The financial markets have been seriously compromised by dishonesty and a lack of transparency. Each of these proposed measures would help to restore fairness and confidence of investors such as myself. In the case of the disclosure of proxy votes, citizen-investors would be able to learn what steps our fund managers were taking to protect our interests including, where necessary, decisions to deny corporate managers unacceptable compensation packages and other benefits. The measures relating to off balance sheet operations, auditors' independence and retention of records, would all help to provide investors with better information about the activities of the corporations in which they invest. We have had enough Enrons, Global Crossings, etc. I don't for a minute believe that self regulation will be sufficient. Thank you for the opportunity to comment on these very important proposals. Yours truly, Leonard Adams 100 Forestway Drive Deerfield, IL. 60015 laplan14@aol.com