SEC Company Response from VITASTI, — Sep 30, 2005
VITASTI, INC. /DE/ (CIK 0001052671)
Date: Sept. 30, 2005 · CIK: 0001052671 · Accession: 0001328759-05-000031
AI Filing Summary & Sentiment
File numbers found in text: 000-26673
Referenced dates: August 19, 2005
Letter
Securities and Exchange Commission Division of Corporation Finance Washington DC 20549 U.S.A. Re: Vitasti, Inc. File No. 000-26673 SEC Comment letter dated August 19, 2005
Dear Mr. Lee:
In response to your letter of August 19, 2005 and in furtherance of the Company’s response letter to you dated September 16, 2005, we have amended the financial statements of the Company for its year ended December 31, 2004 and its quarters ended March 31, 2005 and June 30, 2005.
Specific to your comments, our responses below are in addition to those filed with your office on September 16, 2005:
Financial Statements and Notes
General:
The December 31, 2004 financial statements have been revised to account for the acquisition of a business and the application of reverse takeover accounting. The comparative financial information is for the year ended December 31, 2003. In this regard, the December 31, 2004 year end of the company and comparative information are that of the accounting acquirer.
Note 2- Acquisition of a Business
The Company concluded in its September 16, 2005 to the SEC that the November 23, 2004 transaction resulted in the acquisition of a business.
3.
The former shareholders of LCC became the new block of controlling shareholders in the Company and the application of paragraph 17 of SFAS 141 would represent a reverse acquisition.
In this regard, the Company has restated its financial statements for the year ended December 31, 2004 and for its fiscal quarters ending March 31, 2005 and June 30, 2005.
4.
Because the Company has restated its financial statements as per paragraph 3 above, the September 30, 2004 comparative financial statements of LCC will be reflected on the consolidated financial statements for the nine months ending September 30, 2005.
If the foregoing responses meet with your approval, the Company will promptly file amended reports as appropriate.
On behalf of the Company, please be further advised that the Company hereby acknowledges the following:
(1)
the Company is responsible for the accuracy and adequacy of the disclosures in the filings;
(2)
Staff comments or changes to disclosures in response to Staff comments do not foreclose the commission from taking any action with respect to the filings; and
(3)
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.
Thank you for your attention to this matter and for the courtesies that you have extended. To the extent that you have additional comments or concerns, please contact me directly or my attorneys, the Law Offices of Wade Huettel, Esq., at (619) 892-3006.
Very
truly yours,
/s/ TAMMY-LYNN MCNABB
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100-1001
Churchill Crescent
North
Vancouver, British Columbia
Canada
V7P 1P9
Tel:
604-980-6693 Fax: 604-980-6675
[VITASTI GRAPHIC
REFERENCE]
September
30, 2005
Wilson K.
Lee
Staff
Accountant
Securities
and Exchange Commission
Division
of Corporation Finance
100 F
Street N.E.
Washington
DC 20549
U.S.A.
Re: Vitasti, Inc. File No.
000-26673
SEC Comment letter dated August 19, 2005
Dear Mr.
Lee:
In
response to your letter of August 19, 2005 and in furtherance of the Company’s
response letter to you dated September 16, 2005, we have amended the financial
statements of the Company for its
year ended December 31, 2004 and its quarters ended March 31, 2005 and June 30,
2005.
Specific
to your comments, our responses below are in addition to those filed with your
office on September 16, 2005:
Financial
Statements and Notes
General:
The
December 31, 2004 financial statements have been revised to account for the
acquisition of a business and the application of reverse takeover accounting.
The comparative financial information is for the year ended December 31, 2003.
In this regard, the December 31, 2004 year end of the company and comparative
information are that of the accounting acquirer.
Note
2- Acquisition of a Business
The
Company concluded in its September 16, 2005 to the SEC that the November 23,
2004 transaction resulted in the acquisition of a business.
3.
The
former shareholders of LCC became the new block of controlling
shareholders in the Company and the application of paragraph 17 of SFAS
141 would represent a reverse acquisition.
In this
regard, the Company has restated its financial statements for the year ended
December 31, 2004 and for its fiscal quarters ending March 31, 2005 and June 30,
2005.
4.
Because
the Company has restated its financial statements as per paragraph 3
above, the September 30, 2004 comparative financial statements of LCC will
be reflected on the consolidated financial statements for the nine months
ending September 30, 2005.
If the foregoing responses meet with your approval, the Company
will promptly file amended reports as appropriate.
On behalf
of the Company, please be further advised that the Company hereby acknowledges
the following:
(1)
the
Company is responsible for the accuracy and adequacy of the disclosures in
the filings;
(2)
Staff
comments or changes to disclosures in response to Staff comments do not
foreclose the commission from taking any action with respect to the
filings; and
(3)
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.
Thank you
for your attention to this matter and for the courtesies that you have extended.
To the extent that you have additional comments or concerns, please contact me
directly or my attorneys, the Law Offices of Wade Huettel, Esq., at (619)
892-3006.
Very
truly yours,
/s/ TAMMY-LYNN MCNABB
Tammy-Lynn
McNabb,
President
& CEO
cc: Wade D.
Huettel, Esq.