We are pleased to comment on the proposed rule to x

May 21, 2004 Mr. Jonathan G. Katz Secretary U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549-0609 Re: File No. S7-12-04; Proposed Rule: Disclosure Regarding Portfolio Managers of Registered Management Investment Companies Dear Mr. Katz: Morningstar, Inc. (“Morningstar”) is pleased to provide comments on the Securities and Exchange Commission’s (the “Commission”) proposed rule, Disclosure Regarding Portfolio Managers of Registered Management Investment Companies (the “proposal”). This proposal would amend rules under the Investment Company Act of 1940 to improve the disclosures by registered management investment companies regarding their portfolio managers. Overall, we wholeheartedly support the proposal, which should make it easier for investors to determine who is managing a mutual fund and whether the interests of those individuals are sufficiently aligned with those of fund shareholders. Thank you again for the opportunity to express our views regarding this important proposal. We offer the following specific comments: Identification of Portfolio Management Team Members • Should we require identification and disclosure with respect to all of the members of a portfolio management team or only certain members, e.g., the lead member? • Are the proposed disclosure requirements regarding members of portfolio management teams appropriate? Should all of the proposed disclosure ...