From: Robert Bengtson [rb@bengtsonphoto.com] Sent: Monday, December 02, 2002 10:26 PM To: rule-comments@sec.gov Subject: Re: File Numbers S7-36-02 and S7-38-02 Mr. Jonathan G. Katz, Secretary Securities and Exchange Commission 450 Fifth Street NW, Washington, DC 20549-0609 Dear Secretary Katz: The issue of voting disclosure has recently come to my attention. As an individual investor, I am strongly supporting the Security and Exchange Commission's recently proposed rules regarding proxy voting guidelines and vote disclosure by mutual funds and investment advisers, File Numbers S7-36-02 and S7-38-02. With nearly all my investments managed by mutual funds, I would significantly benefit from having the information of how the institutions managing my money are voting proxies on my behalf. It would so clearly be creating a situation that would keep the best intentions in the forefront of action. This information, of course, would enable me to choose a mutual fund manager that is voting proxies in line with my values. From corporate governance to social and environmental issues, to name a few. To empower individual investors, I urge the SEC to require that disclosure of proxy votes and voting guidelines be directly disclosed on mutual fund and investment advisers' web sites, in addition to the SEC's web site. I also believe print copies should be made available to those investors that do not have access to the web, or for small companies covered by the rule that do not have a website. Additionally, I would like to see more specific guidance from the SEC on what should be covered in a proxy voting policy or set of guidelines. Hundreds of resolutions are filed by shareholders each year, on a range of issues, and voting policies should be broad enough to reflect the diversity of concerns coming to a vote. It's evident that consumer confidence is at an all-time low, which is really no surprise given what continues to surface in the news regarding the degree to which greed and self-interest has come at the expense of the investor. I'm, of course, therefore pretty concerned about current potential conflicts of interest that may influence my money managers to vote proxies in ways that do not reflect the interests of individual shareholders. I believe full disclosure of proxy voting (which some socially responsible investment funds already do, of course!) is an easy, but critical, step in protecting the interests of individual shareholders and addressing some of the corporate scandals of the past year. Thank you for the opportunity to comment on the proposed rules. May the right ruling serve to move forward in our economy with integrity and authenticity and pride. Sincerely, - Robert Bengtson ____________________________________________________ Robert Bengtson Bengtson Photography 200 Gate 5 Road, Suite 109 Sausalito, CA 94965 USA Studio (1.415) 332.7841 Fax (1.415) 332.7847 rb@bengtsonphoto.com http://www.bengtsonphoto.com