From: Charles Cook [cmcook2@ix.netcom.com]
Sent: March 30, 2004
To: rule-comments@sec.gov
Subject: File No. S7-19-03


Dear Sirs:

Several of the companies in which I am a stockholder have performed poorly, in part because the board of directors is static in composition and is not dedicated to corporate profitability. They appear more to resemble a corporate social club than a group concerned with corporate governance. At this time there is not a way that will permit the nomination of directors that are not selected by the existing board or the company. This is not an efficient way to run a market place.

I would strongly suggest that you take a position supporting the facilitation of outside nominees to corporate boards of directors.

Charles Cook
Nazareth, PA