From: Darla Main
Sent: July 5, 2007
Subject: File No. 4-538

I am writing to weigh in on the debate about 12b-1 fees. As an independent advisor, I would have to reduce my services for small to mid size accounts due to the inability to be compensated for my services. The lower income investors will suffer the most with the disposition of 12b-1 fees because they do not have an ability to pay advisory fees out of pocket. Therefore, they will be overlooked completely.

In today's world of increasing regulation and compliance, 12b-1 fees aid to support the growing demands of clients and regulators. Investors continue to demand more services and benefits like consolidated statements and tax basis calculations. I will be unable to deliver these services to small account holders if 12b-1 fees are eliminated.

With the elimination of 12b-1 fees, I can not afford to counsel investors about the feasibility of their investments and to assuage their fears during periods of market volatility. I will have to raise my advisory fees in exchange for the 12b-1 fees. There will be some who will not be able to afford this change.

In conclusion, while it is reasonable to review the investor benefits of 12b-1 fees, it is obvious that the repeal of 12b-1 has the potential to cause great harm to thousands of individual investors who need the support and service of a trained financial advisor. As a result, I urge the SEC to allow Rule 12b-1 to continue to support my efforts to provide needed financial services to middle class American investors pursuing the financial goals.


Mrs. Darla Main
Main Advisory Inc.
216 Devonwood Dr.
Pittsburgh PA 15241