Subject: File No. S7-25-06
From: Mike DePinto

February 5, 2007

I strongly urge the SEC to abandon its recent proposal to increase the threshold for accredited investors from $1 Million to $2.5 Million. This rule change would penalize small investors with extensive investing experience. In no way would the rule protect investors and would only reduce liquidity for the capital markets. Ironically, the SEC can only propose a raise in the net worth requirement because so many small investors have succeeded financially under the current regulations.

The SEC should consider changing the rule to eliminate a net worth requirement all together and instead require individuals to put only a limited portion of their net worth in riskier investments. The SEC should concentrate its efforts on preventing fraud instead of arbitrarily creating limits for law abiding investors who have the experience and intelligence to make their own decisions.