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SEC Comment Letter for PharmaCyte Biotech, Inc. (PMCB) (CIK 0001157075) (PMCB) — Sep 20, 2010

PharmaCyte Biotech, Inc. (PMCB) (CIK 0001157075)
Date: Sept. 20, 2010 · CIK: 0001157075 · Accession: 0000000000-10-054844

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File numbers found in text: 333-68008

Date
September 20, 2010
Author
Vanessa Robertson
Form
UPLOAD
Company
PharmaCyte Biotech, Inc. (PMCB) (CIK 0001157075)

Letter

September 20, 2010 Martin Schmieg Chief Executive Officer Nuvilex, Inc. 1971 Old Cuthbert Road Cherry Hill, NJ 08034

Re: Nuvilex, Inc. Item 4.02 Form 8-K Filed September 15, 2010 File No. 333-68008

Dear Mr. Schmieg: We have reviewed your filing and have the following comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure.

Please respond to this letter within te n business days by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circ umstances or do not believe an amendment is 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 filing and the information you provide in response to these comments, we ma y have additional comments.

Item 4.02

1. Please revise your disclosure to clarify th e date that the Company was informed by Gruber & Company, LLC that they had no associ ation with Mr. Corso and that it did not render any opinion concerning the co mpany’s financial statements.

2. Since it appears that Gruber & Company, LLC issu ed audit reports prior to the fiscal year ended April 30, 2008, please revise your disclo sure to clarify all of the financial statements that should no longer be relied upon. Please note that th is would include the dates of all the interim financial statements that should no longer be relied upon as well. Please revise your disclosure to clarify the specific financial statements and years or periods covered that you plan on restating.

Martin Schmieg Nuvilex, Inc. September 20, 2010 Page 2

3. Please explain to us why Gruber & Company, LL C signed the letter attached as Exhibit 16.1 with the Form 8-K/A filed on 3/29/10 si nce the company has now been informed that Gruber & Company, LLC did not rende r an opinion regarding the financial statements. We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filing to be certain that the filing include s the information the Securities 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 an d accuracy of the disclo sure 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 federa l securities laws of the United States. If you have any questions, please call me at (202) 551-3649.

Sincerely,
V a n e s s a R o b e r t s o n S t a f f A c c o u n t a n t

Show Raw Text
September 20, 2010
 Martin Schmieg Chief Executive Officer
Nuvilex, Inc.
1971 Old Cuthbert Road
Cherry Hill, NJ 08034

Re: Nuvilex, Inc.
Item 4.02 Form 8-K   Filed September 15, 2010
  File No. 333-68008

Dear Mr. Schmieg:
 We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with  information so we may better understand your
disclosure.

Please respond to this letter within te n business days by providing the requested
information, or by advising us when you will provide the requested response.   If you do not believe our comments apply to your facts and circ umstances or do not believe an amendment is
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 filing and the information you provide in
response to these comments, we ma y have additional comments.

Item 4.02

1. Please revise your disclosure to clarify th e date that the Company was informed by
Gruber & Company, LLC that they had no associ ation with Mr. Corso and that it did not
render any opinion concerning the co mpany’s financial statements.

2. Since it appears that Gruber & Company, LLC issu ed audit reports prior to the fiscal year
ended April 30, 2008, please revise your disclo sure to clarify all of the financial
statements that should no longer be relied upon.  Please note that th is would include the
dates of all the interim financial statements that should no longer be relied upon as well.
Please revise your disclosure to clarify the specific financial statements and years or
periods covered that you plan on restating.

Martin Schmieg
Nuvilex, Inc.
September 20, 2010
Page 2

3. Please explain to us why Gruber & Company, LL C signed the letter attached as Exhibit
16.1 with the Form 8-K/A filed on 3/29/10 si nce the company has now been informed
that Gruber & Company, LLC did not rende r an opinion regarding the financial
statements.    We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities 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 an d accuracy of the disclo sure 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 federa l securities laws of  the United States.
  If you have any questions, please call me at (202) 551-3649.

Sincerely,

        V a n e s s a  R o b e r t s o n          S t a f f  A c c o u n t a n t