Subject: Headwaters Forest Author: Nan Schweiger Date: 12/17/97 6:38 PM Dear Mr. Katz, As a conservationist and an American citzen, I write to strongly oppose proposed changes in the rules governing shareholder resolutions. These changes would make it much harder to sponsor shareholder proposals addressing environmental concerns. In my understanding: * Increasing the percentage of votes a resolution must win to be resubmitted, the new rules would make it hard to build support over time. * The new rules would allow companies to refuse to include a resolution on the proxy statement if, in management's sole judgment, a resolution's sponsors are motivated by a special interest, including, apparently, a special interest in the environment. * From a purely financial standpoint, companies that improve environmental performance tend to improve their stock performance as well. Every person in this country- both corporate and individual - must be accountable for its/his actions. Otherwise, we risk tyranny by those with only their own interests in mind, ignoring what is best for the common good - including the very fate of the earth. Shareholders must retain the abilities they now have to bring humaneness and health to the corporate stratum. I urge you to withdraw the proposed rule changes. Sincerely, Nancy Schweiger 941 Evelyn Avenue Albany, CA 94706