Subject: File No. S7-15-10
From: Martavius D Jones
Affiliation: Registered Representative and Investment Adviser Representative

August 6, 2010

On the surface, the $9.5 billion of 12b-1 fees generated in 2009 may seem excessive, but when you look at the amount that the average mutual fund investor is paying in 12b-1 fees, those fees would generally be less than what that investor would pay under alternative arrangements, such as in a typical fee-based account.

I contend that the changes recommended would be most detrimental to small investors. Many fee-based advisors have minimum investment requirement levels or base fees that are unattainable to many middle income level investors . If that minimum fee is $1,000, that base fee amounts to 2% of an account valued at $50,000.

According to the Investment Company Institute, the median amount invested in mutual funds in households that own mutual funds was $80,000. Under an fee-based arrangement where the miminum fee is $1,000, that $1,000 would be 1.25% of assets versus the 1% that is maximum 12b-1 amount.

It appears that most of the focus has been on those investors with greater than $80,000 in investable assets instead of those with less than $80,000. Their access to financial advice would be greatly reduced if the 12b-1 fees are capped at 0.25%.