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SEC Comment Letter for Cardiff Lexington Corp (CDIX) (CIK 0000811222) (CDIX) — Aug 3, 2017

Cardiff Lexington Corp (CDIX) (CIK 0000811222)
Date: Aug. 3, 2017 · CIK: 0000811222 · Accession: 0000000000-17-027406

AI Filing Summary & Sentiment

Sentiment
Urgency
Document Type
Confidence
SEC Posture
Company Posture

Summary

Reasoning

File numbers found in text: 000-49709

Date
August 3, 2017
Author
/s/ Heather Clark
Form
UPLOAD
Company
Cardiff Lexington Corp (CDIX) (CIK 0000811222)

Letter

August 3, 2017 Alex Cunningham Chief Executive Officer Cardiff International, Inc. 401 E. Las Olas Boulevard , Suite 1400 Ft. Lauderdale, Florida 33301

Re: Cardiff International , Inc. Form 8-K Filed July 27, 2017 File No. 000-49709

Dear Mr. Cunningham :

We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.

Please respond to these comments within ten busine ss days by providing the requested information or advis e us as soon as possible when you will respond. If you do not believe our comments apply to your facts and circumstances , please tell us why in your response.

After reviewing your response to these comments, we may have additional comments.

Item 4.02

1. We note that your March 31, 2017 financial statements should no longer be relied upon and that you plan to restate such financials to reflect adjustments in the fair market value. In this regard, please amend your Form 8 -K to disclose the nature of the deficiencies and identify the financial statements that should not be relied upon. Refer to Item 4.02 (a)(2) of Form 8 -K.

2. In addition, please revise to state whether the board of directors discussed with the independent accountant the matters di sclosed in the filing and please tell us when you plan to file th e amended 10 -Q.

We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Alex Cunningham Cardiff International , Inc. August 3, 2017 Page 2

If you have any questions, please call me at (202) 551 -3624 .

Sincerely,
/s/ Heather Clark

Show Raw Text
August 3, 2017

Alex Cunningham
Chief Executive Officer
Cardiff International, Inc.
401 E. Las Olas Boulevard , Suite 1400
Ft. Lauderdale, Florida 33301

Re: Cardiff International , Inc.
 Form 8-K
Filed July 27, 2017
File No. 000-49709

Dear Mr. Cunningham :

We have reviewed your filing and have the following comments.   In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to these comments  within ten busine ss days by providing the requested
information or advis e us as soon as possible when you will respond.  If you  do not believe our
comments apply to your facts and circumstances , please tell us why in your response.

After reviewing your response to these  comments, we may have  additional comments.

Item 4.02

1. We note that your March 31, 2017 financial statements should no longer be relied upon
and that you plan to restate such financials to reflect adjustments in the fair market value.
In this regard, please amend your Form 8 -K to disclose  the nature of the deficiencies and
identify the financial statements that should not be relied upon.  Refer to Item 4.02 (a)(2)
of Form 8 -K.

2. In  addition, please revise to state whether the board of directors discussed with the
independent accountant the matters di sclosed in the filing  and please tell us when you
plan to file th e amended 10 -Q.

We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.

Alex Cunningham
Cardiff International , Inc.
August 3, 2017
Page 2

  If you have any questions, please call me at (202) 551 -3624 .

Sincerely,

 /s/ Heather Clark

Heather Clark
Staff Accountant