Date:    4/6/99  2:19 PM

Subject: File # S7-5-99

I wish to express my opposition to the proposed ameendments to Rule 15c2-11. I 
am a small
broker dealer that has specialized in positioning economic small cap emerging 
growth companies on a long term basis. While the intention of the SEC is good in
attempting to protect the public from unscrupulous promotors of valueless small 
comapnies I have observed that many new SEC rules have diminished liquidity and 
markets in small cap companies. The illiquidity is hurting shareholders of many 
excellent microcap companies who cannot find trading support from dealers. While
spreads are narrowing I find that markets are fading from stocks that do not 
have high daily volume.  Obviously a trading firm is taking a capital risk in 
making a market in thinly traded otc stocks. If you mandate that traders in a 
stock would be legally responsible for the accuracy of a company's information 
the liability involved would cause many market makers to withdraw from trading 
smaller, non-main stream companies.
If the SEC desires to promote capital formation and job creation I believe that 
many of the prior rulings and the current proposal, S7-5-99 will diminish this 
key ingredient that has produced U.S.
prosperity. Obviously small  publicly traded companies should be required to 
make full disclosure of their financial and business information. It should then
be the repsonsibility of the individual investor to examine the information and 
make prudent investment decision.
If corporations dissemintate false information they should be held liable, but I
do not believe taht the broker dealer or a trader can be held responsible for 
ascertaining the validity of information released by publicly traded companies.
     
Martin Cohen, President, Balanced Financial Securities, CRD#007735, 
martycohen@rockwall.net