Subject: File Nos. S7-38-04, SR-NYSE-2004-12 and SR-NASD-2003-140
From: Renaissance Capital

January 24, 2005

Below is our white paper on IPO reforms

January 18, 2005

Modernizing the IPO Process
Renaissance Capital’s Top Ten IPO Reforms

Many of our rules governing the IPO process were made in the dark ages before the Internet when IPO’s were reserved for sophisticated investors. Having gained investment sophistication through managing their own retirement plans and access to information through the Internet, individual investors have become a force in the market that cannot be ignored -- witness the Internet bubble of 1999-2000.

The IPO process needs to be revamped to account for the presence of individual investors in the market and the changes in information flow brought about by the Internet. Many new regulations intended to restore investor confidence have been put into place improving corporate governance and reforming Wall Street; however, of greater need is a review and of the opportunities that the Internet can bring to improve the IPO process making it more transparent with more timely, accessible, and organized information flow. We believe that the transparency that can be accomplished through the Internet will do more to curb IPO abuses than all the regulations and fines imposed to date.

Renaissance Capital’s Top Ten IPO Reforms

1. Require underwriters to immediately make accessible the identities of the major investors to whom IPO shares were allocated and the number of shares allocated.
2. Open up net roadshows and conference calls to all investors.
3. Require companies to immediately publish transcripts of net roadshows and conference calls.
4. Make the SEC web site more user friendly, such as allowing for key word searching of documents.
5. When SEC documents are amended, highlight in black line, the changes made in every amendment, particularly the changes from the red herring to the final prospectus.
6. When insiders sell shares, require immediate reporting of the insider’s name, title, total share held along with comprehensive disclosure of the latest holdings of all the insiders.
7. Extend the safe harbor of “fair disclosure” of earnings guidance to companies in registration to go public.
8. Require foreign issuers to make all filings electronically, not in paper form, and to file quarterly, not every six months.
9. Require IPO prospectus to list the identity of sellers in the overallotment option.
10. Require the IPO prospectus to disclose quarterly results for the past year.

Renaissance Capital, headquartered in Greenwich, CT is the leading provider of independent research on newly public companies to institutional and individual investors and manages the IPO Plus Aftermarket fund, the only mutual fund focused in investing in IPOs.