SEC Company Response from BROMWELL FINANCIAL FUND LP (CIK 0001093661) — Aug 15, 2005
BROMWELL FINANCIAL FUND LP (CIK 0001093661)
Date: Aug. 15, 2005 · CIK: 0001093661 · Accession: 0001093661-05-000007
AI Filing Summary & Sentiment
File numbers found in text: 333-85755
Referenced dates: June 16, 2005
Letter
(305) 754-3603 facsimile (305) 754-2668 wscott@wscottlaw.com August 11, 2005 Mr. Jorge Bonilla Senior Staff Accountant U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549
Re: Bromwell Financial Fund, Limited Partnership ("Bromwell") 10-K for the year ended December 31, 2004 and 10-Q for the quarter ended March 31, 2005 (the "Filings") SEC File No. 333-85755
Dear Mr. Bonilla,
We have reproduced the comments provided in our copy of your letter to the Registrant of June 16, 2005, and have supplied its response immediately following each of the comments. You may send any response to the fax number above.
We are available to amplify or clarify any response.
Very truly yours,
/s/ William S. Scott William Sumner Scott For the Firm
WSS/lf
cc: Belmont Capital Management, Inc. General Partner
<page>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
Mail Stop 4561
June 16, 2005
VIA U.S. MAIL AND FAX (954) 964-1548
Mr. Michael P. Pacult President and Treasurer 101 North Fairfield Drive Dover, Delaware 19901
RE: Bromwell Financial Fund, Limited Partnership Form 10-K for the year ended December 31, 2004 Filed April 8, 2005 File No. 333-85755 Form 10-Q for the quarter ended March 31, 2005 Filed May 20, 2005
Dear Mr. Pacult:
We have reviewed the above referenced filings and have the following comments. We have limited our review to only your financial statements and related disclosures and will make no further review of your documents. As such, all persons who are responsible for the adequacy and accuracy of the disclosure are urged to be certain that they have included all information required pursuant to the Securities Exchange Act of 1934.
Where indicated, we think you should revise your documents in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. After reviewing this information, we may or may not 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 on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
<page> Comments
Form 10-K for the year ended December 31, 2004
1. Please file an amendment to your Form 10-K that includes the entire filing together with the certification of your CEO/CFO in the form currently set forth in Item 601(b)(31) and Item 601(b) (32) of Regulation S-K.
Response: We have filed a 10-K amendment on behalf of the registrant that includes the entire previous 10-K filing with the certification of Mr. Pacult, the CEO/CFO.
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 file your response on EDGAR. Please understand that we may have additional comments after reviewing your amendment and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings 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 filings;
* staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; 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.
Response: We have included as an attachment to this response letter a written statement from the registrant acknowledging the above.
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 filings or in response to our comments on your filings.
End of responses.
<page>
Bromwell Financial Fund, Limited Partnership 101 North Fairfield Drive Dover, DE 19901
(800) 833-1532
August 11, 2005
Mr. Jorge Bonilla Senior Staff Accountant Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549
Re: Bromwell Financial Fund, Limited Partnership ("Bromwell") 10-K for the year ended December 31, 2004 and 10-Q for the quarter ended March 31, 2005 (the "Filings") SEC File No. 333-85755
Dear Mr. Bonilla,
In response to your letter dated June 16, 2005, Bromwell hereby acknowledges that:
* Bromwell is responsible for the adequacy and accuracy of the disclosure in the Filings;
* Commission staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the Filings; and
* Bromwell may not assert Commission staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please contact the undersigned with any further questions or comments.
Very truly yours,
By: Belmont Capital Management, Inc.
The General Partner
Show Raw Text
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<TEXT>
THE SCOTT LAW FIRM, P.A.
940 Northeast 79th Street, Suite A
Miami, Florida 33138
(305) 754-3603
facsimile (305) 754-2668
wscott@wscottlaw.com
August 11, 2005
Mr. Jorge Bonilla
Senior Staff Accountant
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Bromwell Financial Fund, Limited Partnership ("Bromwell")
10-K for the year ended December 31, 2004 and
10-Q for the quarter ended March 31, 2005 (the "Filings")
SEC File No. 333-85755
Dear Mr. Bonilla,
We have reproduced the comments provided in our copy of your letter to
the Registrant of June 16, 2005, and have supplied its response immediately
following each of the comments. You may send any response to the fax number
above.
We are available to amplify or clarify any response.
Very truly yours,
/s/ William S. Scott
William Sumner Scott
For the Firm
WSS/lf
cc: Belmont Capital Management, Inc.
General Partner
<page>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Mail Stop 4561
June 16, 2005
VIA U.S. MAIL AND FAX (954) 964-1548
Mr. Michael P. Pacult
President and Treasurer
101 North Fairfield Drive
Dover, Delaware 19901
RE: Bromwell Financial Fund, Limited Partnership
Form 10-K for the year ended December 31, 2004 Filed April 8, 2005
File No. 333-85755
Form 10-Q for the quarter ended March 31, 2005
Filed May 20, 2005
Dear Mr. Pacult:
We have reviewed the above referenced filings and have the following
comments. We have limited our review to only your financial statements and
related disclosures and will make no further review of your documents. As
such, all persons who are responsible for the adequacy and accuracy of the
disclosure are urged to be certain that they have included all information
required pursuant to the Securities Exchange Act of 1934.
Where indicated, we think you should revise your documents in response to
these comments. If you disagree, we will consider your explanation as to why
our comment is inapplicable or a revision is unnecessary. Please be as
detailed as necessary in your explanation. After reviewing this information,
we may or may not 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
on any other aspect of our review. Feel free to call us at the telephone
numbers listed at the end of this letter.
<page>
Comments
Form 10-K for the year ended December 31, 2004
1. Please file an amendment to your Form 10-K that includes the entire
filing together with the certification of your CEO/CFO in the form currently
set forth in Item 601(b)(31) and Item 601(b) (32) of Regulation S-K.
Response: We have filed a 10-K amendment on behalf of the registrant
that includes the entire previous 10-K filing with the certification of Mr.
Pacult, the CEO/CFO.
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
file your response on EDGAR. Please understand that we may have additional
comments after reviewing your amendment and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filings 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 filings;
* staff comments or changes to disclosure in response to staff comments
do not foreclose the Commission from taking any action with respect to the
filings; 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.
Response: We have included as an attachment to this response letter a
written statement from the registrant acknowledging the above.
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 filings or in response to our comments on your
filings.
End of responses.
<page>
Bromwell Financial Fund, Limited Partnership
101 North Fairfield Drive
Dover, DE 19901
(800) 833-1532
August 11, 2005
Mr. Jorge Bonilla
Senior Staff Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Bromwell Financial Fund, Limited Partnership ("Bromwell")
10-K for the year ended December 31, 2004 and
10-Q for the quarter ended March 31, 2005 (the "Filings")
SEC File No. 333-85755
Dear Mr. Bonilla,
In response to your letter dated June 16, 2005, Bromwell hereby
acknowledges that:
* Bromwell is responsible for the adequacy and accuracy of the
disclosure in the Filings;
* Commission staff comments or changes to disclosure in response to
staff comments do not foreclose the Commission from taking any action with
respect to the Filings; and
* Bromwell may not assert Commission staff comments as a defense in any
proceeding initiated by the Commission or any person under the federal
securities laws of the United States.
Please contact the undersigned with any further questions or comments.
Very truly yours,
By: Belmont Capital Management, Inc.
The General Partner
/s/ Michael Pacult
Michael Pacult
President
<page>
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