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U.S. Securities and Exchange Commission

Comments on Proposed Rule:
Selective Disclosure and Insider Trading

Release Nos. 33-7787, 34-42259, IC-24209, File No. S7-31-99

Author: "B" at Internet Date: 04/27/2000 10:52 PM Normal TO: RULE-COMMENTS at 03SEC Subject: "Proposed Regulation FD: File No. S7-31-99" ------------------------------- Message Contents The following paragraph summarizes my understanding of subject proposed regulation. I support enactment of this regulation. I also support the rapid implementation of Internet electronic securities trading on all U.S. securities exchanges. Hopefully, this will expand to 7-day, 24-hour trading. In addition, I support the rapid implementation of securities quotes in cents, instead of in fractions. Proposed Regulation FD (Fair Disclosure) would require that: (1) whenever an issuer intentionally discloses material information, it does so through public disclosure, not through selective disclosure; and (2) whenever an issuer learns that it has made a non-intentional material selective disclosure, the issuer make prompt public disclosure of that information. Under the proposal, a company could make the public disclosure through one of several methods: (1) filing the information with the SEC; (2) issuing a press release; or (3) providing public access (for example, by phone access or over the Internet) to the conference call or meeting. Sincerely, Brent Duncan, CPA

Author: "G. Higa" at Internet Date: 04/27/2000 11:49 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents Totally in favor of this proposal! Gene Higa

Author: Sterling E Kress at Internet Date: 04/27/2000 10:31 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents To Whom it may concern, Here's another vote for a level playing field. Let us put an end to these selective disclosure practices. What you don't know can and usually will hurt you. An educated and informed investment decision begins with the facts, ALL OF THEM, be it good or bad. I do not need nor want an omniscient analyst to save me from myself! Thankyou for your time. Sincerly, Sterling Kress

Author: "Herbert Laflamme" at Internet Date: 04/27/2000 10:09 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No S7-31-99 ------------------------------- Message Contents Dear SEC, As an individual investor who is actively pursuing new investment opportunities by utilizing information readily available over the Internet, I wholeheartedly request and recommend leveling the playing field to combat selective disclosure of information useful to all investors that is being made available to selective analysts and / or institutional investors. I thought all Americans support free and open markets. Moreover, as the Internet means of investing attracts more individual investors, additional tools and techniques will become available to enable new opportunites not only to the growing numbers of new individual investors, but also for publicly held companies themselves to pursue resources that will fuel their respective enterprises. The operative enabling maxim and objective here is "support free and open markets." Special interests and favored groups have no place in a free and open market place. Either special interest groups or companies that seek to restrain others' freedom ought to expect to be denied privileges of access to those free markets. And individual investors like myself must look to continued SEC leadership and stewardship in attaining that objective - - please support a level playing field, safeguard free and open markets and the benefits that brings to all parites. Herb Laflamme

Author: keltyrcm at Internet Date: 04/27/2000 10:50 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No.S7-31-99 ------------------------------- Message Contents Dear Sir/Mam: Egalitarian reform is needed in the stock market now. Please tighten restrictions on selective disclosure which exclude or limit direct public participation! This market needs to be cleaned up and returned to the control of the People! Sincerely, Raymond C. Madsen

Author: at Internet Date: 04/27/2000 11:47 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents Dear Sirs: Please allow all investors to have timely and equal access to information. Education of the individual has always been a driving force in our great nation. Robert M. Moreno University of Washington

Author: "Stephen Radican" at Internet Date: 04/27/2000 10:48 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents Selective Disclosure Must End. I back legislation to End the practice. Give the small investor a level playing field. Thank you. Stephen R. Radican 100 Adirondack Dr. E. Greenwich, RI 02818

Author: "Arnold Rammel" at Internet Date: 04/27/2000 10:39 AM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD:File No. S7-31-99 ------------------------------- Message Contents I am in favor of opening the playing field to all investors. Giving select information to only large shareholders must be stopped. It should be given to all shoreholders at the same time. Please change the rules so that I can get the same information, at the same time that the large shareholders get.

Author: David Smith at Internet Date: 04/27/2000 11:59 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents In regulating this industry and managing this highly respected agency, please let the market apply its collective not selective intelligence. Fair disclosure will put an end to the "legal" insider information advantage that Wall Street has over the unaffiliated individual investor. The SEC has the intelligence and the power to correct this long since outdated method of information dissemination. Thank you for your consideration of this issue and my comment. David F. Smith Individual Investor

Author: Jim Voos at Internet Date: 04/27/2000 10:54 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents I am in support of the proposed regulation, as it creates a fairer open market. Jim Voos

Author: Stan Ward at Internet Date: 04/27/2000 10:23 PM Normal TO: RULE-COMMENTS at 03SEC Subject: Proposed Regulation FD: File No. S7-31-99 ------------------------------- Message Contents April 27, 2000  Re: Proposed Regulation FD: File No. S7-31-99 I fully support proposed regulation FD, with one small caviat noted below. Supporters of Selective Disclosure have universally been industry analysts at firms that benefit from one-sided information flow. They have numerous conflicts of interests with respect to their most commonly cited arguments: 1. By getting information first, their 'analysis' of a companies' prospects has significantly increased value, i.e., as an individual investor, I am forced to acquire the opinion of some professional analyst in order to get at the raw facts, whether I wanted the opinion or not. This obviously supports the value of the investment industry's analysis as product, regardless of whether their 'analysis' is shown to have any value to the market. Regardless, this assignment of value belongs to the consumer, not the producer of the product. 2. Since most analysts are in the employ of investment houses that themselves manage mutual funds and large private investment pools, they are inherently competitors to my personal investment goals. If industry analysts have news about a company even a few hours before the broader market does, mutual funds and other large positions will have already been adjusted, with a subsequent market value impact. Collectively, analyst' investment firms have therefore profited at the expense of individual investors, another advantage that would significantly diminish under Full Disclosure. 3. The argument that industry analyst' opinions make for a more stable and efficient market is, in my opinion, questionable. Time and again, individual investors have been shown to take a longer view and panic less during market turbulence. The professionals whom we would be beholden to for advice, on the other hand, tend to instigate instability by inciting concern over short term events. A steady stream of glaring headlines and 'Buy/Hold/Sell' recommendations issued by major analysts seems more geared toward generating commissions than profits, while trying to instill fear, uncertainty and doubt in the mind of the investor. I believe this causes more instability than it prevents. These recommendations can also be blatantly self-serving if the investment firm holds a position in the stock in question, which it nearly always does either directly, or for key clients. 4. In spite of the wisdom available to the investment industry, the average professionally managed fund portfolio turns over at a far higher rate than that of the individual, who is more likely to be thinking his own long term self interest (anywhere from a few years out to his retirement age), not this quarter's mutual fund rankings. The well-documented failure of professional mutual fund managers to beat market averages in spite of all their wisdom and advantages calls into question the fundamental value of the analysis services the industry would force on individual investors. How would the professional investment industry do if the game wasn't rigged in their favor? With respect to roadshows and other mechanisms for promoting IPOs and secondary offerings, it seems to me that many of the 'protections' in place for individual investors are really crutches for the underwriters. There is never a case where ignorance is good for an investor, and restricting access to road shows is no different than access to quarterly conference calls. Purchasing an IPO at the offering price is in itself restricted to 'experienced investors' (read: good customers of the underwriter), giving these customers a nearly guaranteed gain over the first trades on the open market. 'Protecting' the small investor by making him buy on the open market is really just adding to his risk, because he doesn't get the protection of the discount available to the underwriter's regular customers. I do agree with some of the concerns raised by some industry experts about the distinctions between intentional and accidental disclosures of information. The key effect of Regulation FD should not be a series of petty fines and legal expenses against company officers for legitimate mistakes, but the routine opening of key meetings and conference calls to the public in some fashion, without the 'filter' and delay of an investment professional whose interests fundamentally conflict with mine. Once the value of the 'chummy' relationship between investment analysts and some company officers is diminished, a publicly traded company should have nothing to fear from full disclosure. After all, everyone finds out in the end. The only question is who got to profit from it. Sincerely, Stanly E. Ward

Last update: 05/18/2000

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