Date:    05/10/2000  4:42 PM

Subject: RE: File No. S7-10-00, Electronic Filing by Investment Advisers; Proposed 
Amendments to Form ADV
     
Dear Mr. Katz:
     
I am a finance professor, an investment advisor and someone who frequently 
asks institutional investors for support to improve shareholder value. I find
that even some large management companies known to be responsible have little
interest in devoting even a few minutes to studying proposals. With many of 
these companies it is impossible to even get contact information for the 
person who will vote the proxies. I believe that the disclosure and 
record-keeping requirements of the proposed rule will make a significant 
difference in this respect. It will not transform passive investors into 
activists, but it will give activists a better shot at finding allies.
     
Professor Aaron Brown
Finance Department
Yeshiva University
500 West 185th Street
New York, NY  10033