Date:    1/5/98  6:01 PM

To:     Arthur Levitt, Chair
        Securities and Exchange Commission
 
Re:     Proposed Rule: Release #34-39093; IC-22828;File # S7-25-97
     
The recent study, "Shareholder Rights Analysis: The Impact of Proposed SEC 
Rules on the Resubmission of Shareholder Resolution" from the Social 
Investment Forum clearly underscores the shortcomings of the proposed changes.
     
As an investment consultant to several not-for-profits that believe strongly 
in the rights of shareholders and the initiative process, I must urge you to 
reject the proposed rule. 
     
There has never been a time in our nation's financial history when
shareholder rights are as important as they are today.  Please protect the 
few liberties that shareholders have and give unfavorable consideration to 
the proposed changes.
     
Respectfully

Edmund T. Bennett
23 John Alden Road
Holden MA 01520
     
     
Edmund (Ned) Bennett
ebennett@ma.ultranet.com