Mr. Edward Hawkins, an individual respondent, was formerly the Secretary and a director of Eyre Trading Group, Ltd., a start-up company which is not a reporting company and whose securities are traded on the OTC Electronic Bulletin Board. He indicated that Eyre conducted a Rule 504 offering sold in Colorado and to foreign nationals in August 1996. He noted some changes in state blue-sky law since NSMIA but none involving small issuers. Mr. Hawkins believed that the state laws are "absolutely non-uniform." He recommended the complete preemption of state blue-sky law except for intra-state offerings. Michael Rogawksi, M.D., responded as an individual investor and indicated that the SEC should have solicited investor input for the Uniformity Study. He indicated that he has participated in thousand of exempt and non-exempt offerings over the past 15 years. He advocated that Nasdaq SmallCap securities be exempted from state registration. In his view, the full disclosure requirements under the Securities Act provide adequate investor protection. The non-uniformity of state laws raises the costs of issuers and unnecessarily limits investor's access to investment opportunities.

Donald Sutherland, an environmental management systems consultant, indicated that there is an overall mixed practice of enforcement and knowledge of environmental GAAP to be followed by reporting companies. A "devolution" in the SEC's regulatory and enforcement authority to "state bodies will bring about regional mixed practice and a wider scope for accounting departure."

Footnotes for Appendix C

1 Public Law 104-290, 110 Stat. 3416 (October 11, 1996).

2 15 U.S.C. 77a. et seq.

3 NSMIA requires the Commission to "conduct a study, after consultation with the states, issuers, brokers, and dealers, on the extent to which uniformity of state regulatory requirements for securities or securities transactions has been achieved for securities that are not covered securities..." [Section 102(b) of Title I of NSMIA].