From: Fink, Wayne L [mailto:wayne.fink@eds.com]
Sent: Tuesday, March 30, 2004 11:37 AM
To: rule-comments@sec.gov
Subject: S7-19-03

The summary of this proposed rule states "We are proposing new rules that would, under certain circumstances, require companies to include in their proxy materials security holder nominees for election as director."

This is a tiny baby step in the correct direction. As a shareholder in most companies, I am at present totally excluded from a voice in "my company". I am an owner of the company. A minority owner for certain. But, in many cases companies are nominating directors who have absolutely no equity stake in the company. Yet I have no access to the nominating process, and I have a stake in the company.

The only problem with this rule is that gives shareholders access to the proxy materials "under certain circumstances". It should be under essentially ALL circumstances. We, the shareholders, own the company! Why are we not given any opportunity to select our representation? And even when we as shareholders succeed in gathering a substantial percentage of the vote on any issue, generally the board is not required to accept the vote. Witness to recent shareholder meeting at Disney.

Wayne Fink
PE, CISSP,MCSE,CTE