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SEC Comment Letter for TOMI Environmental Solutions, Inc. (TOMZ) (CIK 0000314227) (TOMZ) — Aug 19, 2008

TOMI Environmental Solutions, Inc. (TOMZ) (CIK 0000314227)
Date: Aug. 19, 2008 · CIK: 0000314227 · Accession: 0000000000-08-041896

AI Filing Summary & Sentiment

Sentiment
Urgency
Document Type
Confidence
SEC Posture
Company Posture

Summary

Reasoning

Referenced dates: July 21, 2008

Date
August 19, 2008
Author
Kevin Woody
Form
UPLOAD
Company
TOMI Environmental Solutions, Inc. (TOMZ) (CIK 0000314227)

Letter

Mail Stop 4561 August 19, 2008 Mr. Halden Shane Principal Financial Officer Ozone Man, Inc. 9454 Wilshire Blvd., Penthouse Beverly Hills, CA 90212

Re: Ozone Man, Inc. Form 10-KSB for the year ended December 31, 2007 File No. 0-09908

Dear Mr. Shane:

We have reviewed your first response letter filed on August 8, 2008 and have the following additional comment. Where indi cated, 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 inappl icable or a revision is unnecessary. Please be as detailed as necessary in your explan ation. In our comment, we may ask you to provide us with supplemental information so we may better understand your disclosure. After reviewing this information, we ma y or may not raise additional comments.

Form 10-KSB for the fiscal year ended December 31, 2007

1. We note that in your amended 10-KSB your management has again concluded that disclosure controls and procedures were effective as of the end of the fiscal year. In our letter dated July 21, 2008, we asked you to consider whether management's failure to provide its re port on internal control over financial reporting impacts its conclusion regarding the effectiveness of your disclosure controls and procedures as of the end of th e fiscal year. Please tell us the factors you considered and highlight for us those factors that supported your conclusion. In particular, please explain how you considered the definition of disclosure controls and procedures provi ded in Rule 13a-15(e), whic h indicates that effective controls and procedures would ensure that information required to be disclosed by the issuer is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms. In addition, as discussed

Mr. Halden Shane Ozone Man, Inc. August 19, 2008 Page

in Compliance and Disclosure Inte rpretation 115.02, which you can find at http://www.sec.gov/divisions/corpf in/guidance/regs-kinterp.htm , failure to file management's report on Internal Control over Financial Reporting rendered your annual report materially deficient and also rendered the company not timely or current in its Exchange Act Reporting. In light of these facts, please explain how you could conclude that disc losure controls and proce dures were effective. Alternatively, please further amend the 10-KSB to disclose management's revised conclusion on the effectiveness of your di sclosure controls and procedures, i.e., that disclosure controls a nd procedures were not effec tive as of the end of the fiscal year. ---------- As appropriate, please amend your filing 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 amendm ent to expedite our review. Please submit a cover letter with your amendment that keys your response to our comment and provides any requested information. Detailed cover lett ers greatly facilitate our review. Please submit your cover letter on EDGAR. Please understand that we may have additional comments after reviewing your amendm ent and response to our comment.

You may contact Howard Ef ron, Staff Accountant, at (202) 551-3439 or me at (202) 551-3629 if you have questions regarding these comments. S i n c e r e l y , K e v i n W o o d y Branch Chief

Show Raw Text
Mail Stop 4561
August 19, 2008

Mr. Halden Shane Principal Financial Officer Ozone Man, Inc. 9454 Wilshire Blvd., Penthouse Beverly Hills, CA  90212

Re: Ozone Man, Inc.
Form 10-KSB for the year ended December 31, 2007
File No. 0-09908

Dear Mr. Shane:

We have reviewed your first response letter filed on August 8, 2008 and have the
following additional comment.  Where indi cated, 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 inappl icable or a revision is unnecessary.  Please
be as detailed as necessary in your explan ation.  In our comment, we may ask you to
provide us with supplemental information so  we may better understand your disclosure.
After reviewing this information, we ma y or may not raise additional comments.

Form 10-KSB for the fiscal year ended December 31, 2007

1. We note that in your amended 10-KSB your management has again concluded
that disclosure controls and procedures were effective as of the end of the fiscal
year.  In our letter dated July 21, 2008, we asked you to consider whether
management's failure to provide its re port on internal control over financial
reporting impacts its conclusion regarding the effectiveness of  your disclosure
controls and procedures as of the end of th e fiscal year.  Please tell us the factors
you considered and highlight for us those factors that supported your conclusion.
In particular, please explain how you considered the definition of disclosure
controls and procedures provi ded in Rule 13a-15(e), whic h indicates that effective
controls and procedures would ensure that  information required to be disclosed by
the issuer is recorded, processed, summarized and reported  within the time
periods specified in the Commission’s rules and forms.   In addition, as discussed

Mr. Halden Shane
Ozone Man, Inc.
August 19, 2008 Page
2

in Compliance and Disclosure Inte rpretation 115.02, which you can find at
http://www.sec.gov/divisions/corpf in/guidance/regs-kinterp.htm , failure to file
management's report on Internal Control over Financial Reporting rendered your annual report materially deficient and also  rendered the company not timely or
current in its Exchange Act Reporting.  In light of these facts, please explain how
you could conclude that disc losure controls and proce dures were effective.
Alternatively, please further amend the 10-KSB to disclose management's revised conclusion on the effectiveness of your di sclosure controls and procedures, i.e.,
that disclosure controls a nd procedures were not effec tive as of the end of the
fiscal year.
----------
 As appropriate, please amend your filing 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 amendm ent to expedite our review.  Please submit a
cover letter with your amendment that keys  your response to our comment and provides
any requested information.  Detailed cover lett ers greatly facilitate our review.  Please
submit your cover letter on EDGAR.  Please understand that we may have additional
comments after reviewing your amendm ent and response to our comment.

You may contact Howard Ef ron, Staff Accountant, at  (202) 551-3439 or me at
(202) 551-3629 if you have questions regarding these comments.
         S i n c e r e l y ,
                    K e v i n  W o o d y
Branch Chief