Subject: File No. S7-45-10
From: Bill Calderon
Affiliation: Hawes Hill Calderon LLP

February 10, 2011

Good People,

In additional to managing quite a few management and other special districts that are run by volunteer boards of directors, I also serve as chair of a local utility district. The proposed rule change to require that these boards ( and that I ) register as financial advisors in lunacy. The rule change is an over reach and over reaction to regulatory problems that traverse issues far greater than management of local government corporation and boards for other special districts. I do not intend to register as an FA because I am not one….and will not pay a fee in order to provide my community a volunteer service.

Your proposal will kill the desire of almost all of the directors we work with and know because they too will not want to register as financial advisors. Rightfully so…..because they are not financial advisors. Please do not implement this proposed rule change. Huge mistake!!!!!

Bill Calderon
Managing Partner
Hawes Hill Calderon LLP