SEC Comment Letter for DARK DYNAMITE, INC (CIK 0000830664) — Aug 24, 2005
DARK DYNAMITE, INC (CIK 0000830664)
Date: Aug. 24, 2005 · CIK: 0000830664 · Accession: 0000000000-05-043775
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Mail Stop 3561
August 24, 2005
Jared Gold
President and Chief Executive Officer
Dark Dynamite, Inc.
63 West 100 South, 2nd Floor
Salt Lake City, UT 84101
RE: Dark Dynamite, Inc.
Item 4.01 Form 8-K filed August 23, 2005
File No. 1-10559
Dear Mr.Gold:
We have reviewed your filing and have the following
comments. Where indicated, we think you should revise your
document
in response to these comments. If you disagree, we will consider
your explanation as to why our comments are inapplicable or a
revision is unnecessary. Please be as detailed as necessary in
your
explanation.
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 filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or any other aspect
of
our review. Feel free to contact us at the telephone numbers
listed
at the end of this letter.
1. Please revise the second paragraph to address the reports of
Bongiovanni for either of the past two fiscal years. Your
existing
disclosure only covers the most recent year. See Item 304(a)(ii)
of
Regulation S-B.
2. The third paragraph should also be revised to discuss any
disagreements for either of the past two fiscal years and the
subsequent interim period, not just the most recent year and
subsequent interim period. It is also suggested that you delete
the
reference to the interim period ended March 31, 2005. The interim
period referred to in Item 304 of Regulation S-B is the entire
period
from the end of the most recent fiscal year through August 12,
2005.
Jared Gold
Dark Dynamite, Inc.
August 24, 2005
Page 2
3. We note that you have not yet selected new auditors. Please
file
a new Item 4.01 Form 8-K when you engage new auditors.
As appropriate, please amend your filing and respond to
these comments within five business days or tell us when you will
respond. Please file your response to these comments as an EDGAR
correspondence file. The amendment should include an updated
letter
from the former accountants, filed as Exhibit 16, stating whether
or
not they agree with the disclosures as revised.
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
disclosures 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 this action 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 connection with our review of
your
filing or in response to our comments on your filing.
If you have any questions, please call Robert Burnett at
(202)
551-3330, or in his absence, you may call me at (202) 551-3841.
Sincerely,
Michael Moran
Accounting Branch Chief
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