Date: 01/11/2000 11:59 AM Mr. Jonathan G. Katz, Secretary Securities and Exchange Commission 450 Fifth Street, N.W. Washington, DC 20549-0609 Dear Mr. Katz: Reference: File No. S7-25-99 I strongly disagree with the proposed rule that would keep broker-dealers from being subject to the Investment Adviser Act. The reasons offered for the rule change are that broker-dealers have only changed the means of pricing their services, and administrative convenience. It is my opinion that services that "are solely incidental to the conduct" of broker-dealer business on one hand, and "benefit customers by better aligning their interest with those of their broker-dealers" on the other hand, which "may reduce substantially conflicts between broker-dealers and their customers" is little more than legalistic rubric which will merely confuse an already baffled consumer of broker-dealer services. Euphemisms, such as financial adviser and investment representative, already go a long way toward blurring the role of a broker-dealer. The proposed rule change takes that regrettable process one large step further. Please subject the broker-dealer to the same requirements to register, inform, and act as others in the industry are required. The proposed rule change infers a level of sophistication on the part of the customer in doing business with a broker-dealer, which simply does not exist in a significant majority of those relationships. That ignorance or naivete will not be remedied or assisted by the proposed change. In fact, it will increase the confusion and will substantially increase the potential for abuse. The changes in the financial services industry through the 1999 legislation requires clearer rules making, not diminished and obfuscating ones. These need to be applied evenly across all providers until it is demonstrated that they are unnecessary. Broker-dealers are trying to achieve by regulatory fiat administrative benefits and regulatory protection which they do not deserve, was not provided for in legislation enacted only months ago, and is a strong diminution of consumer protections. It is my strong recommendation that the proposed rule be set aside. Roger C. Stone Stone Investment Advisory, Inc. 30 Main Street, Suite 402 Burlington, VT 05401