SEC Company Response from SENSOR SYSTEM SOLUTIONS INC (CIK 0001111872) — Dec 23, 2005
SENSOR SYSTEM SOLUTIONS INC (CIK 0001111872)
Date: Dec. 23, 2005 · CIK: 0001111872 · Accession: 0001144204-05-041024
AI Filing Summary & Sentiment
Letter
December 23, 2005 VIA FACSIMILE & EDGAR Bill Demarest, Staff Accountant United States Securities Exchange Commission Division of Corporation Finance 100 F Street, N.W. Washington, D.C. 20549
Re: SENSOR SYSTEM SOLUTIONS, INC. FORM 10-KSB FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004 FILED MAY 19, 2005 FORM 10-KSB/A FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004 FILED MAY 20, 2005 FORMS 10-QSB FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005 AND JUNE 30, 2005 FILE NO. 0-30573 --------------------------------------------------------------------
Dear Mr. Demarest:
We hereby submit responses to the comments set forth in the letter from the Securities and Exchange Commission dated November 9, 2005.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
TOTAL OPERATING EXPENSES, PAGE 13
1. We have reviewed your response to prior comment 1. We do not take exception to your recording of expense based upon the estimated value of the services provided. However, we believe that the issuance of stock would still need to be valued based on the quoted market price as of the date of grant. This treatment results in a stock dividend. As the stock dividend occurred prior to your issuance of Form 10-KSB for December 31, 2004, you will need to amend your filing to restate earnings per share for each period presented in accordance with Paragraph 54 of SFAS 128.
<PAGE>
Bill Demarest, Staff Accountant December 23, 2005 Page 2
COMPANY RESPONSE:
As you and Jim Owens have discussed, Sensor System Solutions, Inc. will comply with your request to amend our filings to reflect the stock dividend outlined in your letter of November 9, 2005. We appreciated your courtesy in dealing with these matters.
* * * * *
The Company hereby acknowledges 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.
All questions and comments regarding the foregoing can be addressed to either David Ficksman on (310) 789-1291 or the undersigned on the above-referenced number.
Kind regards,
/s/ Michael Young ---------------------------- Michael Young Chief Executive Officer and Principal Accounting Officer
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MICHAEL YOUNG o (949) 855-6688 o myoung@corp3s.com File No. 0-30573
December 23, 2005
VIA FACSIMILE & EDGAR
Bill Demarest, Staff Accountant
United States Securities Exchange Commission
Division of Corporation Finance
100 F Street, N.W.
Washington, D.C. 20549
Re: SENSOR SYSTEM SOLUTIONS, INC.
FORM 10-KSB FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004
FILED MAY 19, 2005
FORM 10-KSB/A FOR THE FISCAL YEAR ENDED DECEMBER 31, 2004
FILED MAY 20, 2005 FORMS 10-QSB FOR THE QUARTERLY PERIOD ENDED
MARCH 31, 2005 AND JUNE 30, 2005
FILE NO. 0-30573
--------------------------------------------------------------------
Dear Mr. Demarest:
We hereby submit responses to the comments set forth in the letter from
the Securities and Exchange Commission dated November 9, 2005.
ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS
TOTAL OPERATING EXPENSES, PAGE 13
1. We have reviewed your response to prior comment 1. We do not take
exception to your recording of expense based upon the estimated value of
the services provided. However, we believe that the issuance of stock
would still need to be valued based on the quoted market price as of the
date of grant. This treatment results in a stock dividend. As the stock
dividend occurred prior to your issuance of Form 10-KSB for December 31,
2004, you will need to amend your filing to restate earnings per share for
each period presented in accordance with Paragraph 54 of SFAS 128.
<PAGE>
Bill Demarest, Staff Accountant
December 23, 2005
Page 2
COMPANY RESPONSE:
As you and Jim Owens have discussed, Sensor System Solutions, Inc. will
comply with your request to amend our filings to reflect the stock dividend
outlined in your letter of November 9, 2005. We appreciated your courtesy in
dealing with these matters.
* * * * *
The Company hereby acknowledges 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.
All questions and comments regarding the foregoing can be addressed to
either David Ficksman on (310) 789-1291 or the undersigned on the
above-referenced number.
Kind regards,
/s/ Michael Young
----------------------------
Michael Young
Chief Executive Officer and
Principal Accounting Officer
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