Subject: File No. JOBS Act Title III
From: James Durward

May 7, 2012

Equity Crowdfunding can be severely restricted by virtue of an effective inability to trade even registered shares. The Depository Trust Company ("DTC") can simply do what they're doing now - not allow eligibility. Being DTC in-eligible makes the shares practically untradeable and casts a very negative light on the issuer. The DTC issue needs to be addressed or the SEC-allowed crowdfunding will be totally misleading to investors. If DTC continues to obstruct the transfer of shares, thereby effectively eliminating the "free-tradeability" of those shares, any issuer who does not inform investors that their shares are DTC-ineligible, and that they may never be able to effectively trade the shares, will be misleading investors.