ManEquity, Inc., 200 Bloor Street East, Toronto, Ontario, Canada M4W 1E5

December 9, 1998

Mr. Jonathan G. Katz


Securities and Exchange Commission

450 Fifth Street, NW

Washington, DC 20549

Re: Reproposed Amendments to Broker/Dealer Books and Records Requirements

(File No. S7-26-98)

Dear Mr. Katz:

ManEquity, Inc. ("ManEquity") appreciates the opportunity to comment on the reproposed amendments to Rules 17a-3 and 17a-4 under the Securities Exchange Act of 1934. ManEquity previously commented on the original rule proposal in our letter to the Securities and Exchange Commission dated March 31, 1997.

ManEquity is a broker/dealer firm that distributes only variable life insurance and variable annuity products issued by affiliated entities.

As indicated in the reproposal, one of the primary purposes for the amendment is to provide state securities regulators with relevant records to enable them to conduct sales practice examinations of broker/dealer firms operating within their respective jurisdictions. Most states, however, exclude insurance and annuity products from their definition of ‘security’ and regulate such products solely through their insurance commission. For this reason, ManEquity feels that the proposed amendments should exclude variable life and annuity products.


Douglas H. Myers


ManEquity, Inc. is a Manulife Financial company and an NASD member firm.

Manulife Financial and the block design are registered service marks of The Manufacturers Life Insurance Company and are used by it and its subsidiaries.