From: Troy Segler [tgsegler@cox.net]
Sent: Monday, March 29, 2004 11:05 PM
To: rule-comments@sec.gov
Subject: Shareholders governance

I started investing my rollover retirement IRA funds in the stock market during
the mid 90s only to see most of it evaporate.  Most of it was my stupidity since
I kept buying during 2000 thru 2002 each time the market turned up a little and
then sold to preserve what little I had left as the market turned back down.
About three cycles like this occurred before I got smart enough to not invest
until March 2003.

Many of the stocks I was in were companies like Williams Communications, Lucent,
World Com, HBOC, which was bought by McKesson.  They learned too late that HBOC
was adding sales to their bottom line if a customer even showed an interest in
their software, knowing it took about a year from the time the software was
delivered until most customers accepted it.

We learned, as retirees from AT&T (subsequently Lucent) that the good old boys
in charge in New Jersey bought a golf course for their top level execs to enjoy,
at stock holder and retiree expense.  Directors haven't been effective in
controlling the direction of companies for a long time.

The Lucent retirees recently proposed two items for the Annual Meeting, that
were accepted for vote by the share holders.  One was that the executives
bonuses should be limited to no more than 1.9 times their annual salaries.  The
approval by shareholders does not obligate the directors to follow this routine
as I understand it.  It is considered a guideline.

Meanwhile Lucent retirees have had some life insurance they were guaranteed
evaporate.  Also we have lost our dental insurance plan.  In addition, the
company had been reimbursing our Medicare expenses of approximately
$60.00/month.

Most of us feel wronged by the company, but also recognize we are better than
many other company retirees.  Only government employees and politicians appear
to fare better than most corporate retirees.

I wholeheartedly agree that the article posted in Yahoo relative the election of
directors should be mandated by the SEC or congress. The executive world is a
good ole boy fraternity.  There should be a choice of directors on the ballots. 
In addition, more information about the prospective director should be provided.

I further believe it would be in the best interest of shareholders if it were
mandated that an executive of one company (Company A) could be elected to serve
as a director of another company (Company B) only if no one from company B had a
person serving on the board of Company A.  They must not be able to scratch each
other's backs.  There are too many corporations out there with top notch
executives to let the old brother in law game be played.  The executives must be
reminded they are employees of the shareholders.

Troy Segler  11316 Brockton Place, Oklahoma City, OK 73162 (405 773 9253)