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SEC Comment Letter for Elite Health Systems Inc. (EHSI) (CIK 0001089815) (EHSI) — Oct 26, 2011

Elite Health Systems Inc. (EHSI) (CIK 0001089815)
Date: Oct. 26, 2011 · CIK: 0001089815 · Accession: 0000000000-11-062629

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Reasoning

File numbers found in text: 000-26575

Date
October 26, 2011
Author
/s/ Jim B. Rosenberg
Form
UPLOAD
Company
Elite Health Systems Inc. (EHSI) (CIK 0001089815)

Letter

October 26, 2011 Via E-mail Mr. Alan Gold President U.S. Neurosurgical, Inc. 2400 Research Blvd, Suite 325, Rockville, MD 20850 Re: U.S. Neurosurgical, Inc. Form 10-K for the Fiscal Year Ended December 31, 2010 Filed March 31, 2011 Form 10-Q for the Quarterly Period Ended March 31, 2011 Filed May 16, 2011 Form 10-Q for the Quarterly Period Ended June 30, 2011 Filed August 15, 2011 File No. 000-26575

Dear Mr. Gold: We have limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents.

Please respond to this letter within ten busin ess days by amending your filings. If you do not believe a comment applies to your facts and circumstances or do not believe amendments are appropriate, please tell us why in your response. Please furnish us a letter on EDGAR under the form type label CORRESP that keys your responses to our comments.

After reviewing any amendment to your filings and the information you provide in response to these comments, we may have additional comments.

Form 10-K for the Fiscal Year Ended December 31, 2010

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

1. The accountant’s report does not in clude a date nor does it indicate the city and state where issued. Refer to Rule 2-02(a) of Regulation S-X. Please file an amendment to your filing to include a corrected accountant’s report that includes the omitted information.

Exhibits 31.1

2. The executive certification you have filed as an exhibit to your Form 10-K do not contain the exact certification wording re quired by item 601(b)(27)-(30) of Regulation S-K. Please file an amendment to your Form 10-K to include a co rrected certification th at includes the entire

Mr. Alan Gold U.S. Neurosurgical, Inc. October 26, 2011 Page 2

introductory language of paragraph 4 and sect ion 4(b) to also a ddress your officers’ responsibility for establishing a nd maintaining internal control over financ ial reporting. This comment also applies to the cer tifications filed with your Form 10-Q for the quarterly periods ended March 31, 2011 and June 30, 2011.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filings to be certain that the filings incl ude the information the Secu rities Exchange Act of 1934 and all applicable Exchange Act rules requir e. 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 responding to our comments, please provi de a written 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. You may contact Dana Hartz, Staff Accountant, at (202) 551-3648 or Lisa Vanjoske, Assistant Chief Accountant, at (202) 551-3614 if you have questions regarding these comments. In this regard, do not hesitate to contact me at (202) 551-3679.

Sincerely,
/s/ Jim B. Rosenberg
Jim B. Rosenberg Senior Assistant Chief Accountant

Show Raw Text
October 26, 2011
 Via E-mail

Mr. Alan Gold
President  U.S. Neurosurgical, Inc. 2400 Research Blvd, Suite 325,  Rockville, MD 20850
Re: U.S. Neurosurgical, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2010 Filed March 31, 2011 Form 10-Q for the Quarterly Period Ended March 31, 2011  Filed May 16, 2011 Form 10-Q for the Quarterly Period Ended June 30, 2011  Filed August 15, 2011
  File No. 000-26575

Dear Mr. Gold:
We have limited our review to only your financial statements and related disclosures and do
not intend to expand our review to other portions of your documents.

Please respond to this letter within ten busin ess days by amending your filings. If you do not
believe a comment applies to your facts and circumstances or do not believe amendments are
appropriate, please tell us why in your response. Please furnish us a letter on EDGAR under the
form type label CORRESP that keys  your responses to our comments.

After reviewing any amendment to your filings and the information you provide in response
to these comments, we may have additional comments.

Form 10-K for the Fiscal Year Ended December 31, 2010

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

1. The accountant’s report does not in clude a date nor does it indicate the city and state where
issued. Refer to Rule 2-02(a) of Regulation S-X.   Please file an amendment to your filing to
include a corrected accountant’s report that includes the omitted information.

Exhibits 31.1

2. The executive certification you have filed as an exhibit to your Form 10-K do not contain the
exact certification wording re quired by item 601(b)(27)-(30) of Regulation S-K. Please file
an amendment to your Form 10-K to include a co rrected certification th at includes the entire

Mr. Alan Gold
U.S. Neurosurgical, Inc.
October 26, 2011 Page 2

 introductory language of paragraph 4 and sect ion 4(b) to also a ddress your officers’
responsibility for establishing a nd maintaining internal  control over financ ial reporting. This
comment also applies to the cer tifications filed with your Form  10-Q for the quarterly periods
ended March 31, 2011 and June 30, 2011.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filings to be certain that the filings incl ude the information the Secu rities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  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 responding to our comments, please provi de a written 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.
 You may contact Dana Hartz,  Staff Accountant, at (202)  551-3648 or Lisa Vanjoske,
Assistant Chief Accountant, at (202) 551-3614 if you have questions  regarding these comments.
In this regard, do not hesitate to contact me at (202) 551-3679.

Sincerely,
  /s/ Jim B. Rosenberg
Jim B. Rosenberg Senior Assistant Chief Accountant