McMorgan & Company LLC

Via US Mail & E-mail (

December 3, 2002

Jonathan G. Katz, Secretary
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549-0609

Re: File No. S7-36-02

Dear Mr. Katz:

McMorgan & Company LLC is an investment management firm individually managing the assets of hundreds of institutional clients. McMorgan is also the investment advisor for a family of mutual funds.

On behalf of our clients and the mutual fund shareholders in the McMorgan Funds family, we strongly support the Securities and Exchange Commission's recent proposal, S7-36-02, Disclosure of Proxy Voting Policies and Proxy Voting Records by Registered Management Investment Companies. We endorse those provisions requiring mutual funds to disclose the actual proxy votes cast.

McMorgan discloses, annually, its proxy votes to all institutional clients with individually managed accounts. For those investors in the family of mutual funds, McMorgan discloses the votes cast for the mutual funds to those requesting such information. We see no reason why mutual funds should shield their proxy voting from investors or regulators.

We thank you for this opportunity to comment on SEC proposal S7-36-02.


Robert M. Hirsch
General Counsel
McMorgan & Company LLC