Subject: File No. S7-5-99
Author:  Dan Weston <in1@investorsleague.com> 
Date:    5/7/99 11:50 PM
     
     
                       The League of American Investors
 25,000+ League Members are TRIAL SHAREHOLDERS of 300+ Participating Companies
      http:InvestorsLeague.com          
      mailto: in1@InvestorsLeague.com        
      2804 CAMINO DOS RIOS#205    
      THOUSAND OAKS, CA 91320 
      805.375.1400     Fax 805.375.1437
     
May 7, 1999
Jonathan G. Katz, Secretary
Securities and Exchange Commission
450 Fifth Street, Northwest
Washington, D.C. 20549
Re:     File No. S7-5-99
Submitted by: Daniel D. Weston, COB, The League of American Investors
     
Dear Mr. Katz:
     
This brief letter is in response to the request of the Securities and 
Exchange Commission (the "SEC") for comments on Release No. 41110 
regarding certain proposed amendments to Rule 15c2-11 (the "Proposed 
Amendments") under the Securities Exchange Act of 1934 (the "Exchange 
Act").
     
I vigorously oppose substantial parts of the Proposed Amendments on 
the grounds that imposing an increased duty on Marketmakers to review 
issuer disclosure will only serve as an additional impediment to the 
liquidity of the Investor.
     
I have read many of the Comments previously submitted, most of which 
eloquently expound the valid reasons NOT to adopt Rule 15c2-11, so I 
will not reiterate them.
     
But I have several recommendations:
     
The First is to mitigate the prime objection cited, i.e., the Brokers 
duty to enter the Reporting business and prepare information for 
dissemination upon request.
     
        1. Require both the Filing and non-Filing non-Nasdaq 
Companies to include ALL the items you are requiring the Broker to 
ascertain (the Flags) in the Information Statement they presently 
must file with a Market-maker
     
        2. Permit the Marketmaker to utilize a competent third-party, 
whose opinion they will accept, to do the "Fraud search."
     
        3. To rely completly on third party, independent Repositorys 
to fulfill and update the Reports.
     
The Second is a non Rule 15c2-11 "anti-fraud" suggestion:
     
EDUCATE THE POTENTIAL FRAUD PERPETRATORS AND THE POTENTIAL VICTIMS
     
        1. ALL the Officers of small public Companies who hold Shares 
or Options should be required to Certify in their Filings to the 
Marketmaker that they are aware of what constitutes a "Fraud." 
Reading the SEC's newly issued MicroCap Stock: A Guide for Investors, 
plus the additional readings provided should be required.
     
        2. Make the Investor aware of how to detect "Fraud." All 
25,000+ League Members are now being offered a Copy of the above 
mentioned Guide. We are also formulating a Certification Program for 
certain League Members to be able to designate to a Broker that they 
are able to exercise the "Right of Self-determination" in purchasing 
a SmallCap Stock. By satisfying and agreeing to Terms similar to 
those found in a Private Placement Document, i.e., the ability to 
obtain and understand available information, awareness of Fraud 
potential, to afford the potential loss of investment, a Member may 
be designated to be a Qualified SmallCap Buyer.
     
        3. The League Membership is rapidly expanding due to our 
TRIAL SHAREHOLDER policy wherein all 300 of our Participating 
Companies have agreed to regard those League Members who request it 
to become their TRIAL SHAREHOLDERS. All TRIAL SHAREHOLDERS will be 
informed as Shareholders for up to six months. In effect, they 
receive a "holding period" to be able to "get to know" a Company, its 
profit potential, its Management, and, if they so desire, to obtain 
Stockbroker  opinions, --all before they commit their funds.  We 
heartily advocate that SmallCap Companies adopt this Plan, 
independently or through the League.
     
                       ABOUT THE LEAGUE OF AMERICAN INVESTORS
*Since 1983, the League has been an Advocate on behalf of the small investor. 
*Publisher of the Weston Manual of Corporate Digests since 1969.
*Online sponsors of nVESTOR, the Stockmarket Simulator. 
*Creator of the TRIAL SHAREHOLDERS Concept.
     
      +--------------Dan Weston, Pres.-------------+
            Use our $100,000 to "Play the Stockmarket"
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