From: HERGENROEDER, JAMES [james.hergenroeder@agedwards.com]
Sent: Thursday, February 12, 2004 4:59 PM
To: 'rule-comments@sec.gov'
Subject: 12b-1 fees (s7-09-04)

Gentlemen,

As a Financial Consultant licensed back in pre-12b-1 fee days (1986), I
remember acquiring a lot of clients that said they were neglected by their
broker.  The clients would say that "after I bought the mutual fund I never
heard from him again, and he won't help me with my questions".

To me, the 12b-1 was a positive for mutual fund investors because the broker
was kept interested in helping the client and keeping the assets on the
books.  You may not realize how much time is spent over the years answering
the clients questions, helping them with tax problems and holding their
hands through tough times.  If you take the 12b-1 away from the broker, then
what incentive does the broker have to service the client?  Why would a
broker spend time answering client questions when the only way he can earn a
living is to find new clients?  Investors will feel abandoned.

If you really want to screw up the mutual fund industry, take the 12b-1
away.  It would be like an automobile company that sells cars but has no
service department.  When the car owner needs help there will be nobody
there because nobody is paying them to be there.  Don't do this to the
mutual fund investors!

Jim Hergenroeder
Accredited Asset Management Specialist
Vice President - Investments


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