From: Lindsey R. Hanley
Sent: July 9, 2007
Subject: File No. 4-538

I would like to comment on the subject of removing 12b-1 fees from Mutual Funds. I am an IAR and have the option to charge fees for planning. I often choose to forgo fee based planning because a sales load and lower 12b-1s are sometimes a better option if the client's needs are simple and look to stay that way for the long term. My concern with removing those fees is that you are taking away the financial motivation for advisors to maintain good customer service for the long term. Mutual Fund clients are getting service and a personal relationship for very little cost, especially when compared to the alternatives. I have the opportunity to speak to Reps from many different companies and have spoken to a few that were paid on "Net in-flows" only (no 12b-1 fees). Their only way to make a living is to bring in new money. They admitted their existing clients got 0 calls per year as there was no money in it.

I absolutely want my clients to understand that they are paying 12b-1 fees and walk them through exactly what they are paying for. I think disclosure is a must! I do worry about more disclosure requirements however because clients already have so much information to digest. I worry about the "Streetcar" syndrome. I live in San Francisco and often take public transportation. To protect itself the city has placed warning placards all over the streetcar. Last time I traveled downtown it took me five stops to read through all the warnings and instructions. Thank goodness we weren't having a real emergency.

Lindsey R. Hanley
Branch Manager
Woodbury Financial Services
111 Anza Blvd Ste 320
Burlingame, CA. 94010