Subject: File No. 4-606
From: Andrew LaGrone, CFA
Affiliation: Portfolio Manager - Lathrop Investment Management Corporation

March 27, 2013

Regarding the potential for harmonizing the standard of client care between the broker/dealer and the investment advisory industry: The unavoidable differences between these two different industries appear clear and inconsistent with harmonization around a fiduciary standard. I guess harmonization would be possible if you wanted to water down the fiduciary standard for advisors - I don't support that. The broker/dealer industry sits "across the table" from the investor and sells to or buys from the investor products, services and ideas often developed within its firm - corporate finance, public finance, research, trading, etc. "Suitability" is likely the highest standard that a broker/dealer can deliver and still attain its emphasis on products, services and ideas that are developed in-house. The core of the investment advisor model has the advisory firm "sitting on the same side of the table" as the investor with a focus on buying or selling products, services and ideas from outside and unrelated sources. That model theoretically offers no incentive for the advisory firm to be self-serving. As such, my fear is that action that harmonizes the two industries around a fiduciary standard will initiate a process that ultimately dilutes the true definition of "fiduciary" over time as the intrepretation of a fiduciary standard will slowly lose its teeth in a subconscious effort to pretend that the broker/dealer industry can actually act as a fiduciary when buying and selling its in-house products, services and ideas.