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SEC Company Response from CAMINOSOFT CORP (CIK 0000907686) — Sep 19, 2005

CAMINOSOFT CORP (CIK 0000907686)
Date: Sept. 19, 2005 · CIK: 0000907686 · Accession: 0001144204-05-029170

AI Filing Summary & Sentiment

Date
September 19, 2005
Author
Chief - Legal
Form
CORRESP
Company
CAMINOSOFT CORP (CIK 0000907686)

Letter

United States Securities and Exchange Commission Division of Corporate Finance, Room 4561 Form 10-KSB for the year ended September 30, 2004 Form 10-QSB for the quarter ended December 31, 2004 Form 10-QSB for the quarter ended March 31, 2005 Form 10-QSB for the quarter ended June 30, 2005

Dear Mr. Shuman:

On behalf of CaminoSoft Corp. (“CaminoSoft” or the “Company”), we hereby submit responses to the comments set forth in the letter from the Securities and Exchange Commission (the “Commission”) dated September 12, 2005.

Form 10-KSB for the year ended September 30, 2004

Item 8A. Controls and Procedures

1.

We note your disclosure the “[t]here were no changes in the [your] internal controls or in other factors that could have significantly affected those controls.” Please note that Item 308 of Regulation S-B requires the disclosure of any changes in your internal controls that occurred during your last fiscal quarter that has “materially affected, or is reasonably likely to materially affect,” your internal controls. In light of the foregoing, please advise us with respect to changes in your internal controls for the quarters ended September 30, 2004, December 31, 2004, March 31, 2005 and June 30, 2005. Please also confirm to us that you will consider this comment in preparing future periodic reports.

Company Response:

In response to your comment the Company has amended Item 8A and Item 3, Internal controls and procedures with a filing of 10-KSB/A (Amendment 2) for the year ended September 30, 2004 and 10-QSB/A (Amendment 2) for the quarter ended December 31, 2004 respectively. We indicated in our revised controls and procedures that they were not effective but have since been remediated. The Company established additional policies and procedures for review of balance sheet transactions, specifically transactions relating to debt and equity. Any transaction relating to debt and equity including any related expense will have a second level of review and consideration to ensure the treatment conforms with GAAP.

The Item 307, Internal controls and procedures was revised to include disclosure of the material weakness and remediation of the weakness in Item 8A for the amended 10-KSB and Item 3 for the amended 10-QSB. In addition the Company filed 8-K, Item 402, non reliance on previously filed financial information.

After the filing of the amended financial statements 10-KSB/A (Amendment 2) for the year ended September 30, 2004, 10-QSB/A (Amendment 2) for the quarter ended December 31, 2004 and 8-K, Item 402 the company had no changes to internal controls for the quarter ended March 31, 2005 and for the quarter ended June 30, 2005.

The Company confirms it will consider the above referenced comment in preparation of all future periodic reports.

We hereby confirm the following:

·

should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

·

the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

·

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

All questions and comments regarding the foregoing can be addressed to David Ficksman on (310) 789-1290 or the undersigned on (805) 370-3100.

Kind regards,

/s/ Stephen W. Crosson

Stephen W. Crosson

Chief Financial Officer

CaminoSoft Corp.

Show Raw Text
CORRESP
1
filename1.htm

                CaminoSoft Corp

                600 Hampshire Road, #105

                Westlake Village, CA 91361

                Tel (805) 370-3100

                September 19, 2005

                Fax (805) 370-3200

                www.caminosoft.com

        Mr.
          Mark
          P. Shuman

      Branch
        Chief - Legal

      United
        States Securities and Exchange Commission

      Division
        of Corporate Finance, Room 4561

      Washington,
        D.C. 20549

      Re: CaminoSoft
        Corp. File no. 033-064535-LA

      Form
        10-KSB for the year ended September 30, 2004

      Form
        10-QSB for the quarter ended December 31, 2004

      Form
        10-QSB for the quarter ended March 31, 2005

      Form
        10-QSB for the quarter ended June 30, 2005

      Dear
        Mr.
        Shuman:

      On
        behalf
        of CaminoSoft Corp. (“CaminoSoft” or the “Company”), we hereby submit responses
        to the comments set forth in the letter from the Securities and Exchange
        Commission (the “Commission”) dated September 12, 2005.

      Form
        10-KSB for the year ended September 30, 2004

      Item
        8A. Controls and Procedures

              1.

                We
                  note your disclosure the “[t]here were no changes in the [your] internal
                  controls or in other factors that could have significantly affected
                  those
                  controls.” Please note that Item 308 of Regulation S-B requires the
                  disclosure of any changes in your internal controls that occurred
                  during
                  your last fiscal quarter that has “materially affected, or is reasonably
                  likely to materially affect,” your internal controls. In light of the
                  foregoing, please advise us with respect to changes in your internal
                  controls for the quarters ended September 30, 2004, December 31,
                  2004,
                  March 31, 2005 and June 30, 2005. Please also confirm to us that
                  you will
                  consider this comment in preparing future periodic
                  reports.

      Company
        Response:

      In
        response to your comment the Company has amended Item 8A and Item 3, Internal
        controls and procedures with a filing of 10-KSB/A (Amendment 2) for the year
        ended September 30, 2004 and 10-QSB/A (Amendment 2) for the quarter ended
        December 31, 2004 respectively. We indicated in our revised controls and
        procedures that they were not effective but have since been remediated. The
        Company established additional policies and procedures for review of balance
        sheet transactions, specifically transactions relating to debt and equity.
        Any
        transaction relating to debt and equity including any related expense will
        have
        a second level of review and consideration to ensure the treatment conforms
        with
        GAAP.

      The
        Item
        307, Internal controls and procedures was revised to include disclosure of
        the
        material weakness and remediation of the weakness in Item 8A for the amended
        10-KSB and Item 3 for the amended 10-QSB. In addition the Company filed 8-K,
        Item 402, non reliance on previously filed financial information.

      After
        the
        filing of the amended financial statements 10-KSB/A (Amendment 2) for the
        year
        ended September 30, 2004, 10-QSB/A (Amendment 2) for the quarter ended December
        31, 2004 and 8-K, Item 402 the company had no changes to internal controls
        for
        the quarter ended March 31, 2005 and for the quarter ended June 30,
        2005.

      The
        Company confirms it will consider the above referenced comment in preparation
        of
        all future periodic reports.

      We
        hereby
        confirm the following:

              ·

                should
                  the Commission or the staff, acting pursuant to delegated authority,
                  declare the filing effective, it does not foreclose the Commission
                  from
                  taking any action with respect to the
                  filing;

              ·

                the
                  action of the Commission or the staff, acting pursuant to delegated
                  authority, in declaring the filing effective, does not relieve
                  the company
                  from its full responsibility for the adequacy and accuracy of the
                  disclosure in the filing; and

              ·

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

      All
        questions and comments regarding the foregoing can be addressed to David
        Ficksman on (310) 789-1290 or the undersigned on (805) 370-3100.

              Kind
                regards,

              /s/
                Stephen W. Crosson

              Stephen W. Crosson

                Chief
                  Financial Officer

CaminoSoft
                Corp.