Sarbanes – Oxley Act (SOX) was hastily passed in July, 2002. The Act requires public companies to establish internal control systems sound enough to prevent fraud. Senior officers have to sign-off on the financial statements. Section 404, dealing with internal controls, resulted in misery to US business firms. Auditor fees have doubled. Some small-cap companies and foreign corporations are delisting from US stock exchanges. The provisions of the Act, its impact on US firms, and some of the complaints against the Act are presented in this paper.