From: David Toy [davidetoy@yahoo.com]
Sent: Friday, December 12, 2003 6:05 PM
To: rule-comments@sec.gov
Cc: davidetoy@yahoo.com
Subject: File No. S7-19-03, Shareholder Access to the Proxy Ballot for
Director Nominations

Jonathan G. Katz, Secretary 
U.S. Securities and Exchange Commission 
450 Fifth Street, NW 
Washington, DC 20549-0609
 
Dear Secretary Katz,

I am an individual investor concerned about the proposed rule on shareholder 
proxy access, particularly the ability of investors to nominate candidates for 
corporate boards. I feel strongly that the SEC must foster openning in corporate 
governance through the board elections process, and through the company's proxy 
statement. 

Directors are owner representatives first and foremost, though they often have 
not acted as such. The rule must provide fair and robust mechanisms for company 
owners to place highly qualified and truly independent people on the proxy 
ballot. Allowing the owners of companies to have a realistic say in the 
membership of the board can begin to address the excesses and conflicts of 
interest that have become all-too-common. I encourage the Commission to adopt 
the strongest rule possible for investors such as myself.

		
Sincerely,
David Toy

2231 McKinley Ave.
Berkeley, CA 94703
us