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SEC Comment Letter for DEWEY ELECTRONICS CORP (CIK 0000028561) — Jan 21, 2005

DEWEY ELECTRONICS CORP (CIK 0000028561)
Date: Jan. 21, 2005 · CIK: 0000028561 · Accession: 0000000000-05-003313

AI Filing Summary & Sentiment

File numbers found in text: 000-02892

Date
January 21, 2005
Author
Jennifer Hardy
Form
UPLOAD
Company
DEWEY ELECTRONICS CORP (CIK 0000028561)

Letter

January 21, 2005 via U.S. mail and facsimile John H.D. Dewey President and Chief Executive Officer 27 Muller Road Oakland, New Jersey 07436

Re: The Dewey Electronics Corporation Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed on December 30, 2004 File No. 000-02892

Dear Mr. Dewey,

This is to advise you that the staff has reviewed only those portions of the above proxy statement that relate to the type of form used and Schedule 14A compliance for the sale of land proposal. We have the following comment in that regard and no further review of the filing has been or will be made. All persons who are by statute responsible for the adequacy and accuracy of the proxy statement and annual report are urged to be certain that all information required pursuant to the Exchange Act of 1934 has been included.

Where indicated, we think you should revise your document in response to this comment. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. After reviewing this information, we may or may not raise additional comments.

Please understand that the purpose of our review process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings. We look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.

Proxy Statement

1. We note that Regan & Associates, Inc. has been retained by you to assist in the solicitation of proxies for a fee of $5,000. Please disclose any other material features of your contract with Regan & Associates. Please refer to Item 4(a)(3) of Schedule 14A.

Closing Comments

As appropriate, please amend your proxy statement and respond to this comment within 10 business days or tell us when you will provide us with a response. You may wish to provide us with marked copies of the amendment to expedite our review. Please furnish a cover letter with your amendment that keys your response to our comment and provides any requested supplemental information. Detailed cover letters greatly facilitate our review. Please understand that we may have additional comments after reviewing your amendment and response to our comment.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing reviewed by the staff to be certain that they have provided all information investors require for an informed decision. Since the company and its management are in possession of all facts relating to a company`s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.

In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the disclosure in the filing;

* staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

* the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

In addition, please be advised that the Division of Enforcement has access to all information you provide to the staff of the Division of Corporation Finance in our review of your filing or in response to our comments on your filing

Please direct any questions to Craig Slivka at (202) 942- 7470. You may also direct questions to the undersigned Branch Chief, who supervised the review of your filing, at (202) 942-1950.

Sincerely,
Jennifer Hardy
Branch Chief

Show Raw Text
<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
January 21, 2005

via U.S. mail and facsimile

John H.D. Dewey
President and Chief Executive Officer
27 Muller Road
Oakland, New Jersey 07436

Re:	The Dewey Electronics Corporation
	Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
	Filed on December 30, 2004
	File No. 000-02892

Dear Mr. Dewey,

	This is to advise you that the staff has reviewed only those
portions of the above proxy statement that relate to the type of
form
used and Schedule 14A compliance for the sale of land proposal.
We
have the following comment in that regard and no further review of
the filing has been or will be made.  All persons who are by
statute
responsible for the adequacy and accuracy of the proxy statement
and
annual report are urged to be certain that all information
required
pursuant to the Exchange Act of 1934 has been included.

	Where indicated, we think you should revise your document in
response to this comment.  If you disagree, we will consider your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
After reviewing this information, we may or may not raise
additional
comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Proxy Statement

1. We note that Regan & Associates, Inc. has been retained by you
to
assist in the solicitation of proxies for a fee of $5,000.  Please
disclose any other material features of your contract with Regan &
Associates.  Please refer to Item 4(a)(3) of Schedule 14A.

Closing Comments

      As appropriate, please amend your proxy statement and
respond
to this comment within 10 business days or tell us when you will
provide us with a response.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your response to our
comment and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and response to our comment.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing

      Please direct any questions to Craig Slivka at (202) 942-
7470.
You may also direct questions to the undersigned Branch Chief, who
supervised the review of your filing, at (202) 942-1950.

						Sincerely,

						Jennifer Hardy
						Branch Chief

cc: 	Ellen S. Friedenberg, Esq.
	Fax (212) 422-4726
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John H.D. Dewey
The Dewey Electronics Corporation
January 21, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0404

         DIVISION OF
CORPORATION FINANCE

</TEXT>
</DOCUMENT>