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SEC Comment Letter for BLUEPOINT LINUX SOFTWARE CORP (CIK 0001081376) — Aug 2, 2005

BLUEPOINT LINUX SOFTWARE CORP (CIK 0001081376)
Date: Aug. 2, 2005 · CIK: 0001081376 · Accession: 0000000000-05-039859

AI Filing Summary & Sentiment

Date
August 2, 2005
Author
Kathleen Collins
Form
UPLOAD
Company
BLUEPOINT LINUX SOFTWARE CORP (CIK 0001081376)

Letter

Mail Stop 4561 August 2, 2005 Xin Liu Chairman and President Bluepoint Linux Software Corp. Xinyang Building, 4th Floor, Bagua 4th Road Shenzhen, Guangdong 518029, P.R. China

Re: Bluepoint Linux Software Corp. Form 10-KSB for the Fiscal Year Ended December 31, 2004 Filed April 29, 2005

Dear Mr. Liu:

We have reviewed the above referenced filings and have the following comments. Please note that we have limited our review to the matters addressed in the comments below. We may ask you to provide us with supplemental information so we may better understand your disclosure. Please be as detailed as necessary in your explanation. 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.

Report of Independent Registered Public Accounting Firm, page F-1

1. It appears your independent registered public accounting firm has not dated the accountant`s report. Tell us how you considered the requirements of Article 2.02 of Regulation S-X to include a signed and dated report from your independent accounting firm.

302 Certifications

2. We note that paragraph 4 and 6 of your certifications required by Exchange Act Rule 13a-14(a) appear to be inconsistent with the form provided in Exhibit 31 of Item 601 of Regulation S-B. Please explain how you concluded that these certifications are in compliance with this guidance.

* * * * *

As appropriate, please amend your filing and respond to these comments within 10 business days or tell us when you will provide us with a response. Please submit all correspondence and supplemental materials on EDGAR as required by Rule 101 of Regulation S-T. You may wish to provide us with marked copies of any amendment to expedite our review. Please furnish a cover letter with any amendment that keys your responses to our comments and provides any requested information. Detailed cover letters greatly facilitate our review. Please understand that we may have additional comments after reviewing any amendment and your responses to our comments.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing reviewed by the staff to be certain that they have provided all information investors require for an informed 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 Patrick Gilmore at (202) 551-3406, Thomas Ferraro at (202) 551-3225 or me at (202) 551-3499 if you have questions regarding comments on the financial statements and related matters.

Sincerely,
Kathleen Collins
Accounting Branch Chief

Show Raw Text
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<TEXT>

Mail Stop 4561

      August 2, 2005

Xin Liu
Chairman and President
Bluepoint Linux Software Corp.
Xinyang Building, 4th Floor, Bagua 4th Road
Shenzhen, Guangdong  518029, P.R. China

	Re:	Bluepoint Linux Software Corp.
   Form 10-KSB for the Fiscal Year Ended
   December 31, 2004
		Filed April 29, 2005

Dear Mr. Liu:

	We have reviewed the above referenced filings and have the
following comments.  Please note that we have limited our review
to
the matters addressed in the comments below.  We may ask you to
provide us with supplemental information so we may better
understand
your disclosure.  Please be as detailed as necessary in your
explanation.  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.

Report of Independent Registered Public Accounting Firm, page F-1

1. It appears your independent registered public accounting firm
has
not dated the accountant`s report.  Tell us how you considered the
requirements of Article 2.02 of Regulation S-X to include a signed
and dated report from your independent accounting firm.

302 Certifications

2. We note that paragraph 4 and 6 of your certifications required
by
Exchange Act Rule 13a-14(a) appear to be inconsistent with the
form
provided in Exhibit 31 of Item 601 of Regulation S-B.  Please
explain
how you concluded that these certifications are in compliance with
this guidance.

      * * * * *

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  Please submit all correspondence and
supplemental
materials on EDGAR as required by Rule 101 of Regulation S-T.  You
may wish to provide us with marked copies of any amendment to
expedite our review.  Please furnish a cover letter with any
amendment that keys your responses to our comments and provides
any
requested information.  Detailed cover letters greatly facilitate
our
review.  Please understand that we may have additional comments
after
reviewing any amendment and your responses to our comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed 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 Patrick Gilmore at (202) 551-3406, Thomas
Ferraro at (202) 551-3225 or me at (202) 551-3499 if you have
questions regarding comments on the financial statements and
related
matters.

							Sincerely,

							Kathleen Collins
							Accounting Branch Chief

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Xin Liu
Bluepoint Linux Corp.
August 2, 2005
Page 1

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