Subject: File No. S7-45-10
From: Brad J Roos

February 16, 2011

The rules proposed under S7-45-10 may require the five appointed local Commissioners of the Marshall Minnesota Municipal Utilities to register and submit to regulation under the rule as they would be deemed a "Municipal Advisor". We are strongly opposed to such a designation and requirement. These five persons are appointed by elected officials and these appointed municipal utility Commisioners serve with amost no pay ($400 per year) and no other compensation. It is difficult to find capable people who wish to serve their community in this capacity, and these rules would make it even more difficult. We are not oppose and support those who we hire to advise us on financial matters being subjected to the SEC rules, but not those who by local appointment may find themselves in need of SEC registration and regulation. As elected officals are excluded from the proposed rule, so too should those who they appoint to local Boards and Commissions. My suggestion to fix this would be any local offical whether elected or appointed would not be brought under the regulations of this rule.

Thanks for the opportunity to comment.
Respectfully, Brad Roos, General Manager, Marshall Municipal Utilities, Marshall Minnesota