Disclosure of Mutual Fund Proxy VotingFrom: Lovins, Melinda [Melinda.Lovins@Calvert.com]
Sent: Wednesday, January 22, 2003 11:30 AM
To: 'rule-comments@sec.gov'
Subject: Disclosure of Mutual Fund Proxy Voting (s7-36-02)

January 22, 2003


Commissioner Cynthia A. Glassman, Ph.D.
United States Securities and Exchange Commission
450 Fifth Street, NW
Washington, DC 20549

Re: Disclosure of Mutual Fund Proxy Voting

Dear Commissioner Glassman:

I write to you and urge you to support the Securities and Exchange 
Commission's adoption of regulations that require mutual funds to 
disclose their proxy voting practices, including the disclosure of 
the proxy voting policies and guidelines, as well as the actual 
proxy votes.

There have been several public arguments made against such a proposal:  
the politicization of proxy voting, the burdening of mutual fund 
shareholders with thousands of pages of information, and the competitive 
disadvantage such a proposal may place mutual funds with respect to 
other investors.   

In the three years that Calvert Group, Ltd. has been disclosing proxy 
votes, the only attempts we have encountered to influence our votes have 
been from corporate managements mounting campaigns to encourage fund 
managers to vote proxies in alignment with management's wishes.  This 
form of "activism" predated our disclosure of proxy votes.  None of 
this pressure remotely resembles intimidation.  Research by the Yale 
Law School and the National Bureau of Economic Research shows that the 
adoption of confidential voting has had no significant effect on voting 
outcomes:  managers that purportedly felt constrained to vote with 
management when voting was not confidential seem not to have voted 
differently, in the aggregate, after their votes were confidential.

The argument that the SEC's proposal has unfairly singled out mutual 
funds is perhaps an exaggeration.  Some pension funds, including the 
California Public Employees' Retirement System (CalPERS), do so publicly, 
on their websites.  Indeed, the SEC proposal requires investment advisers 
to disclose their proxy voting to all clients.  It is highly likely that, 
over time, investment advisors not subject to SEC jurisdiction, such as 
bank trust departments, will need to disclose how they vote their proxies. 

Finally, the notion that proxy voting disclosure might oblige shareholders 
to sift through thousands of pages of proxies is simply wrong.  The SEC 
proposal would require mutual funds to disclose their votes, not the proxy 
statements themselves. Those proxies are already available, for any 
shareholder that wishes to see them, on the SEC's own website.  

In closing, disclosure-honest, clear, and open to all-is embedded in the 
founding principles of our industry and in the Investment Company Act of 
1940.  Let's not turn our backs on those traditions.  



Barbara J. Krumsiek
President and CEO
Calvert Group, Ltd.