Subject: File No.
From: Michael J Nakashima
Affiliation: Investment Advisory Representative

November 5, 2010

Dear SEC:

I support the new rule 12b-2 to classify 12b-1 fees as "marketing and service fees".

However, if you allow mutual fund companies and broker dealers to set their own price on sales charges it will take the focus away the actual saving and investing of money and focus too much on fees.

Middle America needs financial planners. 25 basis points is a small fee for financial planning advice and this is the only fee that a lot of financial planners get. Please do not allow the opportunity for broker dealers to set lower fees on sales charges than the 25 basis points under the current 12b-1 structure.

Thank you,

Michael Nakashima