December 15, 1997



To: 	Jonathan G. Katz

	Secretary

	Securities and Exchange Commission

	450 Fifth Street, N.W.

	Washington, D.C.  20549



Re:	Congressional Proposals on Charitable Contributions

	File No. S7-26-97



I am writing to oppose the proposed Congressional legislation (H.R. 944

and 945) pertaining to charitable contributions by publicly held

companies.



As the corporate officer principally responsible for charitable

contributions at Virginia Power/North Carolina Power, I am concerned

that such laws could weaken corporate philanthropy in the United

States.  In my opinion, the bills also undermine the basic principles of

corporate governance, under which shareholders empower a company's board

of directors, and through them, the company's officers and managers, to

make business decisions for the good of the corporation.



H.R. 944, the bill to mandate public companies' disclosure of their

charitable gifts, appears to make charitable giving a requirement.  It

also implies a shareholder need or prerogative to scrutinize, and

possibly undermine, strategic business decisions related to charitable

giving.



The legislation also is problematic to the extent that it would cause

additional and undue administrative burdens for companies that routinely

make modest-sized contributions to a large number of charitable

institutions or that have robust matching gift programs generating a

high volume of very small gifts.



H.R. 945, which would require public companies to let their shareholders

decide corporate giving levels and determine what individual charities

receive corporate gifts, is gravely disturbing.  It begs questions about

bestowing philanthropic decision-making power on institutional investing

firms, about unnecessarily diluting the impact of limited philanthropic

resources through the inevitable disparity of various shareholders'

giving decisions, and about furthering causes of shareholders' personal

interest that either have no business value to the company or are

actually contrary to the company's interests.



In addition, H.R. 945 raises a truly frightening specter of unacceptable

administrative burden and cost to carry out such a far-flung program. 

This could become prohibitive of all giving for many public companies.



In short, federal legislation over this area of business is neither

necessary nor consistently prudent for all interested parties.  I would

therefore urge the Securities and Exchange Commission not to support the

proposals.



Thank you for the opportunity to comment.



Eva S. Teig

Senior Vice President

External Affairs and Corporate Communications

Richmond, VA



cc:	Kathryn M. Fessler

	External Affairs Administrator

	Corporate Giving