Subject: File No. S7-12-06
From: Philip Mathews
Affiliation: AIA

March 27, 2007

I'm not sure of why there is any need to extend the comment period. Is it not crystal clear to the SEC what must be done is to eliminate the grandfather clause, which has had the effect of perpetrating legalized fraud against investors on a hitherto unimaginable scale, all in the name of the sanctity of 'orderly markets'? It is an illegal rule written by corrupt officials at the SEC and served on a silver platter for the sole benefit of the Big Boy Hedge funds and their Wall Street Broker cohorts, and without a shred of public review or comment

There was never any careful consideration of the grandfather clause and its impact on small retail investors (like myself, who lost most my retirement savings as a result, in the name of preserving your holy grail of 'market liquidity' for the sake of Hedge Funds--rich people--and Wall Street Brokers).

So here we are, the SEC, very slowly examining the pros and cons of possibly this was a mistake. I'd call this foot-dragging, and for what reason, more 'market liquidity' as the theft continues day by day?

Get on with it and do your jobs and get rid of the grandfather clause and the MM exemption

Even Chairman Cox admits they were a mistake.

Any people in your organization involved with the secretive, totally non-public process of the approving of the grandfather clause should do prison time for the subsequent massive theft from unsuspecting retail Investors by hedge funds and brokers, in my humble opinion. I sincerely hope the SEC is successfully sued by all of us ruined Investors, and held accountable for the entire total of all harm incurred.

yours very truly,

Philip Mathews