Subject: File No. S7-16-98

Date:    8/15/98 7:59 PM
     
     
Dear Sirs,
     
I am deeply concerned that the proposed amendment to Rule 102(e)(1)(ii) 
unfairly singles out accountants.  Any professional or member of 
management engaged in preparing financial statements should be held 
subject to the same standard.
     
Further, the rule should clearly state that items of negligence will be 
viewed differently than acts of blatant and gross negligence, proven 
repeated acts of demonstrated incompetence, and acts of fraud and 
deceit.  Positions with have a reasonable basis, as supported by current 
accounting literature and SEC rules, at the time the financial 
statements are prepared should be protected within the rule.
     
Sincerely,
Michael D. Castleberry, CPA