From: Jane Martin
Sent: June 19, 2007
To: rule-comments@sec.gov
Subject: File No. 4-538


Dear Sirs/Madam:

Having been a Registered Representative and Branch Manager for the last 20 years I have seen many changes in our industry. Some of the more important areas have been in the area of disclosure to the client. Disclosure rules have been implemented to provide the client with much more information about the products they are purchasing and any fees relating to their investments than ever in the past.

Disclosure of any compensation which is provided to the fund, broker dealer or registered representative is certainly provided to the client not only by their representative but is also provided (along with examples) in each prospectus. My clients are aware that I receive a commission along a 12b-1 fee for the continued monitoring services I provide on their account. They do not expect me to provide this service free, and appreciate the attention I provide them on an ongoing basis. If a client does not receive appropriate service from his broker, it is certainly their choice to change brokers or to sell their investment.

Most of my clients have been with me for 15 years or more, and although I am a Registered Investment Advisor and can provide "wrap" accounts to my clients, I have rarely done so. In my opinion, they seem to be a very expensive way to provide investment options to my clients (much like what a Trust account at a bank might charge a high net worth client). Where mutual funds have been appropriate for my clients, I have chosen to recommend Load Mutual funds with an appropriate class for their "time horizon" and investment objective. The differences between compensation levels and trails is discussed with each client.

If a client wishes to go it alone and do the research and search out a no load mutual fund that is appropriate for their situation...at this time it is certainly their choice. I have chosen to not provide any investment advice in this area.

The fact that some clients chose to utilize an investment advisor and that the advisors are provided compensation and 12b-1 fees vs..... going it alone (like what the THE MOTLEY FOOL suggest), is apparently unimaginable to some people who have served on your panel.

But they are very individuals/firms who are pushing their No Load Investments and Wrap Accounts. It seems that the firms and individuals who say we need to eliminate the 12b-1 fees seem to have their own agenda at heart... of marketing their own NO LOAD products or wrap accounts.

Brokerage firms do not sell their client information, yet, THE MOTLEY FOOL does!!! The fine print in THE MOTLEY FOOL states they sell client information to other firms and receive compensation for this information. The client never knows exactly what amount is earned by the personal information they have released to THE MOTLEY Fool.

To me, my responsibility is to ensure that my clients objectives and goals are continued to be met over their lifetime, or for as long as they are my client. The 12b-1 fees is a small compensation for the continued review and monitoring of their account. This fee is actually less than what would be charged if they were in a wrap account.

After all... this is America and at the present time, each client/investor has the choice of choosing his investment and how the compensation process of receiving that information is charged. Nothing is ever really NO LOAD.

Thank You For Your Time.