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SEC Comment Letter for XYBERNAUT CORP (CIK 0001013148) — Apr 25, 2005

XYBERNAUT CORP (CIK 0001013148)
Date: April 25, 2005 · CIK: 0001013148 · Accession: 0000000000-05-020158

AI Filing Summary & Sentiment

File numbers found in text: 000-21013

Date
April 25, 2005
Author
Kari Jin
Form
UPLOAD
Company
XYBERNAUT CORP (CIK 0001013148)

Letter

April 25, 2005 Mail Stop 0406 Bruce Hayden Senior Vice President & Chief Financial Officer Xybernaut Corporation 12701 Fair Lakes Circle, Suite 550 Fairfax, VA 22033

Re: Item 4.02 Form 8-K Filed on 4/11/05 File No. 000-21013

Dear Mr. Hayden,

We have reviewed your Item 4.02 Form 8-K for compliance with the form requirements and have the following comments.

Please amend your report to include all of the information required by Item 4.02(b) of Form 8-K, including disclosure of the following information:

* when the Company intends to file their December 31, 2004 Form 10-K and the amended Form 10-K for December 31, 2003, and

* a statement of whether your audit committee discussed with the independent accountant, Grant Thornton LLP the matters disclosed in the filing pursuant to this Item 4.02(b).

In addition, Item 4.02(c) of Form 8-K requires you provide the independent accountant with a copy of the disclosures you are making in response to Item 4.02(b), and request that your independent accountant furnish you as promptly as possible a letter stating whether your accountant agrees with the statements made by you in response to this Item 4.02(b) and, if not, stating the respects in which it does not agree.

You should file an amendment in response to these comments on or before (five business days from date of letter).

If you have any questions, please call Kari Jin, Staff Accountant at (202) 824-5552.

Sincerely,
Kari Jin
Staff Accountant

Show Raw Text
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<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

      							April 25, 2005

Mail Stop 0406

Bruce Hayden
Senior Vice President &
Chief Financial Officer
Xybernaut Corporation
12701 Fair Lakes Circle,
Suite 550
Fairfax, VA 22033

	Re:	Item 4.02 Form 8-K
		Filed on 4/11/05
		File No. 000-21013

Dear Mr. Hayden,

	We have reviewed your Item 4.02 Form 8-K for compliance with
the
form requirements and have the following comments.

	Please amend your report to include all of the information
required by Item 4.02(b) of Form 8-K, including disclosure of the
following information:

* when the Company intends to file their December 31, 2004 Form
10-K
and the amended Form 10-K for December 31, 2003, and

* a statement of whether your audit committee discussed with the
independent accountant, Grant Thornton LLP the matters disclosed
in
the filing pursuant to this Item 4.02(b).

	In addition, Item 4.02(c) of Form 8-K requires you provide
the
independent accountant with a copy of the disclosures you are
making
in response to Item 4.02(b), and request that your independent
accountant furnish you as promptly as possible a letter stating
whether your accountant agrees with the statements made by you in
response to this Item 4.02(b) and, if not, stating the respects in
which it does not agree.

	You should file an amendment in response to these comments on
or
before (five business days from date of letter).

	If you have any questions, please call Kari Jin, Staff
Accountant at (202) 824-5552.

							Sincerely,

							Kari Jin
							Staff Accountant

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Mr. Hayden
Xybernaut Corporation
April 25, 2005
Page 2

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