File No. S7-31-02From: Tomes, Kenda [KTomes@stinsonmoheck.com]
Sent: Monday, August 19, 2002 4:39 PM
To: 'rule-comments@sec.gov'
Cc: Tomes, Kenda
Subject: File No. S7-31-02

Sorry this is late -- Have you given any thought to the implication of 
a company's assistance to a director in preparing and filing insider 
Section 16 reports on the director's independence and ability of the 
director to qualify to serve as a member of the audit committee.  It 
seems to me that the benefits to the company and the shareholders in 
helping the directors comply with Section 16 outweigh the benefit to 
the director.  The savings in legal fees or form preparation fees to 
the director are probably relatively small.  Possibly a special 
exemption should be permitted for such assistance and filing. 



Kenda K. Tomes 
Stinson Morrison Hecker LLP 
2600 Grand Avenue 
Kansas City, Missouri 64108 
816-691-2419 (direct) 
816-474-4208 (fax)