Subject: comments for SEC File No. S7-5-99
Author:  Brian Heyer <heyerstandards@yahoo.com> 
Date:    4/6/99 7:59 AM
     
     
Dear Sirs:
     
As a taxpayer, investor, and securities professional, I oppose the 
proposed amendments to Rule 15c2-11 which would make a market maker 
legally reponsible for the accuracy of a covered company's financial 
statements.
     
Even an auditing CPA is not legally responsible for the accuracy of a 
public company's financial statements. Imposing this quasi-underwriter 
responsibility of due diligence will crush the secondary market for 
small companies.
     
The unintended consequence of this proposed rule is that boiler room 
scam artists would rule the micro-cap market once legitimate market 
makers move out. 
     
I agree with NASD board member Alan Davidson who said, "The SEC 
proposal is equivalent to holding a parent responsible for the actions 
of an adult child. This is overkill..."
     
     
Thank your for considering my comments.
     
Sincerely,
     
/s/ Brian Heyer
     
8805 W Melody Ln
Greenfield, WI  53228