From: IRWINFISCH@aol.com
Sent: Thursday, August 07, 2003 4:58 PM
To: rule-comments@sec.gov
Subject: (s7-14-03) Corporate Board Nominations
Attention:  Mr. Alan Beller - Director, Division of Corporate Finance

Dear Mr. Beller:

In addition to expressing strong support for opening up the process of director 
nominations,  I would also like to urge more powerful measures to guard against 
excessive management power and control over the board selection process.

As an interested investor, it disturbs me to receive proxy statements, in which 
the Chairman of the Audit Committee is a social educator, that does not appear 
to possess any of the financial qualifications required for the job.  It is 
necessary to address the obvious question;  how does an English Professor or a 
Professor of Political Science, for example, have the skills to oversee the work 
of the Company's auditing firm, or evaluate the Company's accounting procedures 
and systems of internal controls?

I believe that, if you are to implement the true intent and spirit of the Sarbanes 
legislation, the beginning step is to ask hard questions not only about the 
nominating process, but also the underlying qualifications and motives of the 
proposed directors.   If people are selected by management to serve on the 
Board of Directors, simply on the basis that they will do as they are told, then 
an entirely separate issue of director independence comes into play.

In my opinion, consideration should be given to having true public financial 
representatives on every board, chosen from a list promulgated and vetted by 
the SEC.    Can't you just hear the screams and complaints from managements over 
that suggestion?   Imagine that - a management accountable to truly independent 
people!!!!!

Thank you for hearing my views on this subject.

Irwin Fischman, C.P.A.
2530 Windrush Lane
Northbrook, Illinois      60062
(847) - 509-8379
irwinfisch@aol.com