SEC Comment Letter for SideChannel, Inc. (SDCH) (CIK 0001022505) (SDCH) — Feb 6, 2007
SideChannel, Inc. (SDCH) (CIK 0001022505)
Date: Feb. 6, 2007 · CIK: 0001022505 · Accession: 0000000000-07-006235
AI Filing Summary & Sentiment
Letter
Mail Stop 6010 February 1, 2007 Michael Grollman Chief Executive Officer National Scientific Corp 8361 E. Evans Road, Suite 106 Scottsdale, AZ 85260
Re: National Scientific Corp Item 4.01 Form 8-K
Dear Mr. Grollman:
As a follow-up to our telephon e conversation of February 1, 2007, this letter is to inform you that the company s hould file the Item 4 Form 8- K immediately. The filing was due on the fourth day following the date th e relationship with Epstein Weber & Conover, PLC ceased.
The staff has received a SECPS lette r from Epstein Weber & Conover, PLC notifying the Chief Accountant of the Commission that the registrant's auditor/client relationship with Weber & Conover, PLC has ceased.
Item 304 of Regulation S-K describes th e disclosure requirements of the Item 4 Form 8-K. In order for the former accountants to file the letter required by Item 304, a copy of the filing should be furnished to them as soon as possible, but no later than the date you file the Form 8-K with the Commission. The accountants confirming letter should be filed with an amended Form 8-K on Exhibit 16 within two business days of receipt but no later than ten business days af ter filing the Form 8-K.
Please understand that we may have additional comments after reviewing your Item 4 Form 8-K.
We urge all persons who are responsi ble for the accuracy an d adequacy of the disclosure in the filing to be certain that the filing includes all in formation required under the Securities Exchange Act of 1934 and th at they have provided all information investors require for an informed invest ment decision. Since the company and its
Michael Grollman National Scientific Corp February 1, 2007 Page 2 management are in possession of all facts re lating 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 disclosure 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 staff comments 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 advise d that the Division of Enfo rcement has access to all information you provide to the staff of the Divi sion of Corporation Fi nance in our review of your filing or in response to our comments on your filing.
If you have any questions, please call me at 202 551-3618 or Angela J. Crane, Accounting Branch Chief at 202 551-3554. You may also speak with Martin James, Senior Assistant Chie f Accountant at 202 551-3671.
S i n c e r e l y ,
D e n n i s C . H u l t S t a f f A c c o u n t a n t
Show Raw Text
Mail Stop 6010
February 1, 2007
Michael Grollman
Chief Executive Officer
National Scientific Corp
8361 E. Evans Road, Suite 106
Scottsdale, AZ 85260
Re: National Scientific Corp
Item 4.01 Form 8-K
Dear Mr. Grollman:
As a follow-up to our telephon e conversation of February 1, 2007, this letter is to
inform you that the company s hould file the Item 4 Form 8- K immediately. The filing was
due on the fourth day following the date th e relationship with Epstein Weber & Conover,
PLC ceased.
The staff has received a SECPS lette r from Epstein Weber & Conover, PLC
notifying the Chief Accountant of the Commission that the registrant's auditor/client
relationship with Weber & Conover, PLC has ceased.
Item 304 of Regulation S-K describes th e disclosure requirements of the Item 4
Form 8-K. In order for the former accountants to file the letter required by Item 304, a copy
of the filing should be furnished to them as soon as possible, but no later than the date you
file the Form 8-K with the Commission. The accountants confirming letter should be filed
with an amended Form 8-K on Exhibit 16 within two business days of receipt but no later
than ten business days af ter filing the Form 8-K.
Please understand that we may have additional comments after reviewing your
Item 4 Form 8-K.
We urge all persons who are responsi ble for the accuracy an d adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision. Since the company and its
Michael Grollman
National Scientific Corp
February 1, 2007 Page 2
management are in possession of all facts re lating 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 disclosure 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 staff comments 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 advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
If you have any questions, please call me at 202 551-3618 or Angela J. Crane,
Accounting Branch Chief at 202 551-3554. You may also speak with Martin James,
Senior Assistant Chie f Accountant at 202 551-3671.
S i n c e r e l y ,
D e n n i s C . H u l t S t a f f A c c o u n t a n t