Date: 1/5/98 1:59 PM To the SEC, Re: Proposed regulations S7-25-97: I am writing because I am concerned about the effect of your proposed regulations on the small investor. These new rules seem to effectively take away the small shareholder's rights to have their voices heard and their votes counted through corporate shareholder ballots and at annual shareholder meetings. The regulations do nothing for the small investor and everything for big business. Increasing the percentage needed to reintroduce an issue is another example of how the new regulations favor corporate management at the expense of regular Americans. You have given "Tyranny of the Bottom Line" more meaning than ever. As if corporate management and institutional investors don't have enough power to stomp on everyone's rights before your proposed regulations! Corporations used to be governed by charters, until they managed to acquire the rights of a person. Now that they have more rights than people (no death penalty; court costs and fines are tax deductible; lobbying is tax deductible; etc.), one of the few restraints on corporate excess is the shareholder process. Don't take away small investor's tools for protecting their financial interests in a company. Reconsider your regulations. Sincerely, Kenneth Nesper Jr. 1218 Kearney St. NE Washington DC 20017-4021