From: Emily Compton
Sent: August 10, 2006
Subject: File No. S7-03-04

SEC Chairman Christopher Cox

Dear SEC Chairman Cox,

I am an owner of mutual funds as a savings vehicle. Shareholders like me bear the risks if the funds are dominated by self-interested insiders. We look to the Securities and Exchange Commission (SEC) to protect us. I am writing to express my strong support for the proposed rule requiring that mutual fund boards have an independent chairperson and more independent directors. These rules were among the most important reforms adopted by the SEC in the wake of the mutual fund trading and sales abuse scandals.

The Investment Company Act requires that mutual funds be managed in the interests of their shareholders. However, a recent study by AFSCME and The Corporate Library found mutual funds support more than three-quarters of all management pay proposals, which is excessive. Ninety percent of institutional investors think the current system overpays executives. We need independent directors to stand up to the excesses of the inside money managers.

Requiring independent directors and chairpersons will protect small investors like me, who contribute so much of our limited resources to helping our economy grow.

Thank you for your attention to this matter.


Emily Compton