SEC Comment Letter for WESTSIDE ENERGY CORP (CIK 0001024109) — Sep 19, 2005
WESTSIDE ENERGY CORP (CIK 0001024109)
Date: Sept. 19, 2005 · CIK: 0001024109 · Accession: 0000000000-05-048239
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September 15, 2005
Mr. Jimmy D. Wright
Chief Financial Officer
Westside Energy Corporation
4400 Post Oak Parkway, Suite 2530
Houston, Texas 77027
Re: Westside Energy Corporation
Form 10-KSB for Fiscal Year Ended December 31, 2004
Filed March 28, 2005
Forms 10-QSB for Fiscal Quarters Ended
March 31, 2005 and June 30, 2005
Filed May 16, 2005 and August 9, 2005
File No. 1-32533
Dear Mr. Wright:
We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our comments. Please provide a written response to
our
comments. Please be as detailed as necessary in your explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
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 call us at the telephone numbers listed
at
the end of this letter.
Form 10-KSB for the Fiscal Year Ended December 31, 2004
Statements of Changes in Stockholders` Equity (Deficit), page F-4
1. With regard to the transaction reflected in the line item
"Stock
issued for fundraising" during the year ended December 31, 2004,
tell
us the reasons there was no change in the common stock amount
pertaining to the 10,000 shares issued.
Note 1. Summary of Significant Accounting Policies, page F-6
General
2. Please include in the summary of significant accounting
policies
your accounting policy for revenue recognition. Specifically
state
each of the criteria identified in SAB Topic 13 (as they apply to
each segment or line of business) required for revenue to be
recognized for US GAAP.
3. Please include in the summary of significant accounting
policies
your accounting policy for stock-based compensation. In your
disclosure, specifically address how you account for stock-based
transactions with employees apart from your disclosure of how you
account for stock-based compensation for non-employees. Refer to
paragraphs 8 and 11 of SFAS 123.
4. Please include all disclosure required by paragraphs 45, 46 and
47
of SFAS 123, to the extent applicable.
Oil and Gas Properties, page F-6
5. We understand from various disclosures throughout your document
that you have completed the data acquisition and preliminary
processing of a three-dimensional seismic survey in northern Hill
County, Texas. Please expand your accounting policy disclosure to
describe your accounting treatment of three-dimensional seismic
survey costs.
Note 2. Concentration of Credit Risk, page F-8
6. We understand that an investment of $15,884,420 in a reverse
repurchase agreement is included in cash and cash equivalents at
December 31, 2004, and that the collateral for this investment
consisted of a collateralized mortgage obligation with a market
value
of approximately $16,209,641 at December 31, 2004. Please provide
us
with the details of the agreement and tell us how you accounted
for
the transaction. Cite any applicable accounting literature in
your
response.
Note 9, Warrants, page F-9
7. Expand your disclosure to explain how you determined the fair
value of warrants issued. Please explain why there are
significant
exercise price differences for the warrants that were issued
during
2004. We may have further comment.
Form 10-QSB for the Fiscal Quarter Ended June 30, 2005
Statements of Operations, page 4
8. We note that you present "Interest income" as a component of
"Total Revenues" in your statements of operations. Please revise
your financial statements to present as components of "Total
Revenues" only those amounts earned from activities that
constitute
your ongoing major or central operations. This comment also
applies
to your Form 10-QSB for the fiscal quarter ended March 31, 2005.
Closing Comments
Please respond to these comments within 10 business days or
tell us when you will provide us with a response. Please furnish
a
letter that keys your responses to our comments and provides any
requested information. Detailed letters greatly facilitate our
review. Please understand that we may have additional comments
after
reviewing your responses to our comments.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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
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 advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Regina Balderas, Staff Accountant, at (202)
551-3722 if you have questions regarding comments on the financial
statements and related matters. Please contact me at (202) 551-
3683
with any other questions.
Sincerely,
Jill S. Davis
Branch Chief
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Mr. Jimmy D. Wright
Westside Energy Corporation
September 15, 2005
page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010
DIVISION OF
CORPORATION FINANCE
MAIL STOP 7010
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