Council of Institutional Investors

February 10, 2003

Jonathan G. Katz
Secretary
Securities and Exchange Commission
450 5th Street N.W.
Washington, DC 20549-6009

Re: File No. S7-52-02

Dear Mr. Katz:

The Council of Institutional Investors, an association of more than 130 public, corporate and union pension funds with over $3 trillion in investments, supports the Securities and Exchange Commission's proposal to require electronic filings of Forms 3, 4 and 5.

The electronic filing requirement will ensure that shareholders have access to timely information about the buying and selling activities of executives and directors.

Sincerely,

Sarah A.B. Teslik
Executive Director