May 17, 1999
     
     
Mr. Jonathan G. Katz
Secretary
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C.  20549-0609
     
     
     
     
Re:  File No. S7-11-99;  Proposed amendment to Rule 17Ac2-2 and 
     related Form TA-2
     And proposal to rescind and amend Rule 17a-24
     
     
     
Dear Mr. Katz,
     
Bankers Trust Company is pleased to submit the following comments regarding 
changes to the referenced rules and Form TA-2.  As one of the leading 
members of the transfer agent industry, Bankers Trust is dedicated to 
improving the services our industry provides security holders and the 
reporting of information to all relevant government agencies.  We are 
particularly sensitive to the responsibility transfer agents have to find 
lost security holders and have taken a leadership role in our industry by 
developing policies, procedures and system enhancements which have been 
adopted by our peers and surpass the requirements of the Securities and 
Exchange Commission.  Because of this leadership role, we feel we can 
provide substantive comments on these proposed changes.
     
Amendments to Rule 17Ac2-2 and Form TA-2
     
We agree that the proposed changes will clarify the information reported to 
the SEC and improve the ability of the SEC to monitor transfer agent 
activity.  The proposed amendments to Rule 17Ac2-2 and Form TA-2 do not pose 
significant modifications to procedures or systems.  The system reports used 
by us, and we suspect most transfer agents, are ad-hoc reports whose 
parameters can be easily changed.  Therefore, there is little or no 
re-programming from our perspective that needs to be done.
     
The additional information you have requested regarding transfer 
turnarounds is clearly relevant and important for the SEC to monitor.  This 
information is already monitored closely by transfer agents and reporting 
these results to the SEC is very easy for us.
     
You have also asked for comments regarding additional information that 
could be of interest to the SEC for monitoring transfer agent activities.
We suggest the SEC also monitor the transfer agent's volume and ability to
meet turnaround deadlines for inquiries from security holders.  This data 
is captured in our security holder inquiry tracking system and could be 
easily reported on Form TA-2
     
Rule 17a-2
     
The proposed reporting changes regarding lost security holders will provide 
the SEC with better information regarding the effectiveness of transfer
agents’ database searches than the current aging reporting.  The ability 
of transfer agents to readily obtain this data, however, is not easier than
the current reporting requirement.  We currently can age lost security 
holder accounts and report this aging to the SEC.  Reporting the success of 
finding lost security holders is currently more difficult but can be made 
easier in the future by changing procedures and designing new reports.
     
Once a lost security holder is found after a database search, the data 
regarding the search dates for that holder's account is deleted.  To 
report the results of searches conducted for the 12 months ended June 30, 
1999, we will need to manually review every search performed and determine 
if the holder was found as a result.  We estimate this effort will take 40 
hours to complete at an approximate cost of $1,260.00.  To report the 
results of searches after June 30, 1999, transfer agents will need to make 
sure they retain the search dates on their systems for lost security 
holders who are later found.  In addition, transfer agents will need to 
design reports that will extract this data for reporting on Form TA-2.  We 
estimate this programming will cost approximately $5,000.
     
The SEC should also consider the effectiveness of requiring transfer agents 
to report the number of lost security holder accounts remitted to the 
states in the reporting period.  Transfer agents remit property to states 
when the property has reached the aging criteria of the state regardless of 
the status of the holders account.  Therefore, a lost security holder with 
several pieces of property may have property remitted to a state over 
several years.  Consequently, the SEC will count the same lost security 
holder every year and therefore detract from the value of the information. 
This information is also difficult for transfer agents to gather and needs 
to be done manually.  Last year, we spent 16 hours with an approximate cost 
of $504.00 to report this single line item on the TA-2.
     
Finally, we feel that the Commission could adopt these amendments before 
the regulatory moratorium begins on June 1, 1999 and transfer agents could 
amend their procedures and systems for the TA-2 filing due in 1999.
     
Once again, thank you for giving us the opportunity to provide these 
comments and if you have any additional questions please do not hesitate to 
contact the undersigned at 615-835-2760.
     
     
     
                                         Very truly yours,
     
     
                                         Scott Muirhead
                                         Vice President