From: Timothy Barnette [tbarnetteassociates@yahoo.com] Sent: Sunday, May 09, 2004 11:19 PM To: rule-comments@sec.gov Subject: s7-09-04 prohibition of 12b1 brokerage commissions The ending of 12b1 fees would impact the services that I have offered to my clients, at no charge, for the last eighteen years. My clients have come to expect my assistance whenever there has been a change in their lives. My help in the case of a death of a client has been especially critical. Transaction costs would have to replace the loss of this revenue and the number of transactions would multiply. This could lead to additional levels of regulation and may require scrutiny of minor events that could impede trade and client service. The confusion that would result would do great harm to my clients. 12b1 fees constitute an important income to brokers who have worked hard, over the years, to foster ongoing relationships with clients. The loss of that income would need to be replaced or brokers will face significant hardship, many would be forced to leave the industry. The burden of servicing the client would fall on the mutual fund compan ies. Many of these companies have clients who expect a personalized service, indeed they have already paid a salescharge for this service. I urge you to maintain the present system. Tim Barnette