Date: 12/15/97 9:05 PM Jonathan G. Katz, Secretary U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549 Re: File No. s7-25-97 Dear Mr. Katz: As a conservationist, I write to strongly oppose proposed changes in the rules governing shareholder resolutions. These changes would make it much harder to sponsor shareholder proposals addressing environmental concerns. First, by increasing the percentage of votes a resolution must win to be resubmitted, the new rules would make it hard to build support over time. Second, the new rules would allow company's to refuse to include a resolution on the proxy statement if, in management's sole judgment, a resolution's sponsors are motivated by a special interest, including, apparently, a special interest in the environment. Just exactly how this is worded, I do not know. From a purely financial standpoint, companies that improve environmental performance tend to improve their stock performance as well. This is indeed very true, and will be truer and more of us become more financially able to invest, and invest wisely. If shareholders are not able to encourage companies to act as better environmental stewards, it is not clear who will. I urge you to withdraw the proposed rule changes. Sincerely, Crystal Yarlott, Minister Unity Marietta P O Box 7057 Marietta, GA 30065 "The finest workers in stone are not copper or steel tools but the gentle touches of air and water working at their leisure with a liberal allowance of time." Thoreau