Subject: File No. S7-11-04
From: Seshadri Narasimhan

March 5, 2004

Dear Commissioners of the SEC,

Instead of the flat fee of 2 within 5 days, wouldnt a stepped fee that drops from 5 on the first day of the transaction, in decrements of 0.5 each business day after the initial buy transaction would be a more effective deterrent.

Also, there should be a minimum size that is proportional to the total portfolio size of the fund.

Thus a fund like Fidelitys Magellan Fund with a huge portfolio size of 68 billion, should be able to handle a transaction of 2500 with less problems than one that has, say, just 20 million under management. What this ratio is should be calculated by the SEC so that it is equitable for all.