From: George Burgoyne [georgefrme@seiu.workfam.com] Sent: Monday, June 02, 2003 1:20 PM To: rule-comments@sec.gov Subject: S7-10-03 My name is George Burgoyne. I am an employee of the State of Maine. I am an officer in the Maine State Employees Assoc. SEIU Local 1989. I represent the membership of my union on both the Board of Trustees of the Maine State Retirement System and the Deferred Compensation (457) Board. My wife and I are both participants in our 457 plan. I believe I can speak to the issue of shareholder rights and corporate accountability from both an individual's and a group's point of view. The current proxy voting rules guarantee that neither a corporate board of directors nor a CEO can be held accountable by shareholders. The proof of the pudding can be seen by looking at the growth in average salary received by CEOs over the last 10 years. If there was true accountability, then CEOs of thriving companies would be well compensated and CEOs of failing companies would not. Sadly, this is not the case. Much of the wealth of the last 10 years that was created by using the capital of shareholders has been siphoned off by CEOs with shareholders being left with companies that are valued at only a fraction of the value that they would have had, had they been properly managed. Institutional investors, long term investors, need to be given easy access to the corporate proxy if anyone is going to hold those who hold the reigns of corporate governance accountable. Individual investors, especially those hundreds of thousands of us who are investing so that someday we can retire, do not have the financial resources to hold boards and CEOs accountable. The financial services industry is too riddled with conflicts of interest issues to hold boards and CEOs accountable. In our capitalist system, it shouldn't be the government that holds corporate boards and CEO accountable for corporate management. I want to thank the SEC for looking at this issue. I am sure that many in the industry would like you and self-styled shareholder activists like me to go away. I know that I will not and I pray that you will not. Change in the proxy access and voting rules are sorely needed. This country will be much better off when corporate management takes a long term view of growing corporate wealth and the members of corporate boards of directors take as their responsibility the building the long term value of the capital entrusted to corporations by their shareholders.