Subject: File No. S7-12-06
From: Sharen L Lindstrom

January 21, 2007

1) When did Congress authorize the SEC to permit COUNTERFEITTING of securities. (a felony)

2) SEC implemented this illegal grandfather clause under the SHOs mandatory closeout regulation.

3) This regulation inadvertently permits Income Tax Evasion, another felony. The IRS would like to know of this

to put it another way... the SEC does not have the power/authority to promulgate laws.... CONGRESS DOES THAT.... the SEC only has the power to "regulate" with rules..... those regulations cannot stand up against a LAW ENACTED BY CONGRESS..... there is a hirarchy in law... regulations are at the bottom, (CFR's they are called) a CFR will not control US CODE...or the CONSTITUTION which is controlling over every law...they all have to be in harmony; if a CFR isn't in harmony, it gets in the grandfather clause which is aiding and abetting counterfeiting and just cannot stand up... the supreme court would overrule it in a heartbeat because it is not SOUND LAW... that's why it HAS TO BE GONE