From: jpetroff@logolaw.com
Sent: Tuesday, December 02, 2003 3:26 PM
To: rule-comments@sec.gov
Subject: Re: File No. S7-19-03



Secretary Jonathan Katz
Securities and Exchange Commission Re: File No. S7-19-03
450 Fifth St., N.W.
Washington, DC 20549

Dear Secretary Katz,

Re: File No. S7-19-03

I am pleased to hear the U.S. Securities and Exchange Commission
is on the verge of adopting historic corporate accountability
reforms. I am writing to offer supporting comments on SEC
proposal S7-19-03 regarding security holder director
nominations. 

There are not "Roy Disneys" on most corporate boards these days
with the name, money and clout to challenge entrenched
management. All of the discretion given to corporations
including the "business judgment rule" has insulated management
decisions from scrutiny to the detriment of investors and
society. 

We cannot allow entrenched executives to become the "de facto"
owners of the corporations they serve. There needs to be real
inside scrutiny of decisions for improper behavior if our system
of corporate governance can heal.

My experience with non-profit association boards and real
scrutiny and active policy-making at the director level truly
leads me to believe that such a system benefits all. While
corporate managers will resist any such accountability, as Alan
Greenspan said, unless there are rigid rules and they are
rigidly adhered to in our markets for all people, then we can
expect rigid economics to result. 

All of us are accountable. Executives can not be exempt.

We need faith in our markets and corporate leaders restored.
This is a small step so that so that there are no more ENRONs.



Sincerely,

James Petroff
"111 West First Street, Suite 1100"
Dayton, Ohio 45402