From: Mary Ellen Channon [mechannon@yahoo.com]
Sent: Monday, March 29, 2004 10:56 PM
To: rule-comments@sec.gov
Subject: S7-19-03

I strongly urge passage of the proposed S7-19-03 rules, which would establish a
mechanism for nominees of security holders to be included in company proxy
materials, when there is strong indication that the proxy process has been
ineffective.  In the past, when I was dissatisfied with how a company in which I
owned shares was being run, my only recourse was to vote 'no' to one or more
directors. 

The circumstances under which security-holder nominations might take place are
severely restricted, and that should prevent abuses of the new rules.  It should
also calm the fears of current boards of directors; if they run the company to
the benefit of the owners/shareholders, this new mechanism could not be
triggered.  And, as in all fair elections, there would be no guarantee that an
alternate candidate would be elected.

As for the costs, the shareholders already pay for the mailing of proxy
materials, and we would continue to do so.    

Sincerely,
M.E. Channon
Chicago, IL