SEC Comment Letter for CenterStaging Corp. (CIK 0001172939) — Sep 8, 2005
CenterStaging Corp. (CIK 0001172939)
Date: Sept. 8, 2005 · CIK: 0001172939 · Accession: 0000000000-05-046529
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<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
September 8, 2005
Via Facsimile (818) 848-4016 and U.S. Mail
Howard Livingston
Chief Financial Officer
Knight Fuller, Inc.
3470 Winona Avenue
Burbank, CA 91504
Re: Knight Fuller, Inc.
Schedule 14F-1 filed August 25, 2005
File No. 005-80097
Dear Mr. Livingston:
We have reviewed the Schedule 14F-1 referenced above and have
the following comments.
Information regarding the change in composition of the board of
directors, page 1
1. Please revise your disclosure on page 3 to describe the
business
experience of each of your four directors and officers during the
last five years. Refer to Item 401(a) of Regulation S-B for
additional guidance.
2. Please provide the disclosure required by Item 7(d), (f) and
(h)
of Schedule 14A and by Item 401(e) of Regulation S-B.
Executive Compensation, page 4
3. Please provide the information required by Item 402 of
Regulation
S-B with respect to the compensation of your four executive
officers
for their service with CenterStaging.
Closing Comments
Please revise your Schedule 14F-1 to comply with the comments
above. If you do not agree with a comment, tell us why in a
supplemental response letter that you should file via EDGAR as
correspondence. The letter should note the location in your
amended
disclosure document of changes made in response to each comment or
otherwise.
Note that we may have additional comments after we review
your
amendment and response letter. Please indicate how you intend to
disseminate the amended Schedule 14F-1 filed in response to the
comments above.
In connection with responding to our comments, please provide
a
written statement from Knight Fuller, Inc. acknowledging that:
* Knight Fuller, Inc. is responsible for the adequacy and accuracy
of
the disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the
Commission from taking any action with respect to the filing; and
* Knight Fuller, Inc. 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.
Please contact the undersigned at (202) 551-3619 with any
questions.
Sincerely,
Daniel F. Duchovny
Attorney-Advisor
Office of Mergers and Acquisitions
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Howard Livingston
Knight Fuller, Inc.
September 8, 2005
Page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
DIVISION OF
CORPORATION FINANCE
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