From: DianCar@aol.com
Sent: Wednesday, March 31, 2004 10:37 PM
To: rule-comments@sec.gov
Subject: S7-19-03

Rules for nominating and voting for directors of public held corporations must 
be significantly changed to allow stockholders who are not "insiders" or holders 
of large blocks of stock to be adequately represented.  Faith in the free 
enterprise system is at stake.  People will eventually realize that owning stock 
for most people is nothing more than being played for a fool by insiders, 
unscrupulous management and their cronies on the board.  Not only is corporate 
America guilty of fraud and criminal activity, but one can only conclude that 
government agencies which exist to protect our interests (and are not doing so) 
are nothing more than accomplices.  When accounting firms who are supposed to 
follow the volumes of government regulations and standards fail to protect the 
investing public's interests, and when the managers and directors are elected 
and appointed by the current system that is nothing more than a sham, it is 
obvious that drastic changes must be made.  Changing the method of nominating 
and electing directors so that the vote of every stockholder is meaningful is 
the least that we should expect.  I urge you to take that step now!