March 25, 2003

TO: Files
FROM: Daphne Tippens Chisolm
Counsel to Commissioner Goldschmid
RE: Release Nos. IC-25925, IA-2107; File No. S7-03-03

On March 6, 2003, David Tittsworth and Karen Barr of the Investment Counsel Association of America met with Commissioner Goldschmid and Daphne Chisolm, counsel to the Commissioner. The discussion primarily concerned new rule proposals that, among other things, would require investment companies and investment advisers to adopt and implement policies and procedures reasonably designed to prevent violation of the federal securities laws. Mr. Tittsworth and Ms. Barr expressed views that will be contained in their firm's comment letter on the proposal (see Commission File No. S7-03-03).