From: Ann-Marie J. McCoy
Sent: July 12, 2007
To: rule-comments@sec.gov
Subject: File No. 4-538

Dear Ms. Morris:
I own mutual funds that I purchased through my Registered Advisor based on both his advice and demonstrated service levels. In return for his ongoing investment service and advice to me, he receives trailing compensation. This compensation was well described to me by advisor when we began working together and is typically paid under a written plan according to SEC Rule 12b-1. To me, this compensation seems very similar to the way my insurance agent receives renewal commissions on the life insurance policies he sells.

Those of us who are fortunate enough to have a Registered Advisor receive substantial value for these compensation fees. In exchange for a small annual payment, we have access to a financial services expert to answer our questions and address our concerns. And, with government curtailment of important programs in Social Security, Medicare and other health care programs, our personal investments are more important than ever! Our advisors are there when we need some reassurance in a shaky market, assistance in rebalancing our portfolio, or understanding the investment choices available. Without our advisors, we would have nowhere to turn to -- except perhaps a stranger at the end of a 1-800-number.

The fees we pay to compensate our registered advisors are very reasonable. The amount of this compensation is relatively modest -- $25 on $10,000 investment in mutual funds. This $25 is the annual "12b-1 fee" 25 basis points that we pay for ongoing service. I believe the elimination of 12b-1 fees would do considerable harm to those investors who need and want ongoing investment planning advice and counsel. We expect our advisor to be available and to respond quickly to a variety of questions regarding our investments. We never question the small amount he is paid for the services he provides to us. If 12b-1 fees were eliminated, we might save a small amount in 12b-1 fees, but we would end up paying a much larger amount in hourly or asset-based fees to receive the same service.

I urge the SEC to reject any proposal to eliminate or restrict the payment of 12b-1 fees to registered representatives for providing continued service to us, their clients.

Thank you for taking the time to read my views and concerns. I hope you will consider them carefully and reject any proposal to eliminate or restrict the payment of these fees.

Sincerely,
Ann-Marie J. McCoy