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SEC Company Response from CDEX INC (CIK 0001173738) — Feb 24, 2005

CDEX INC (CIK 0001173738)
Date: Feb. 24, 2005 · CIK: 0001173738 · Accession: 0001214659-05-000281

AI Filing Summary & Sentiment

File numbers found in text: 333-121796

Date
February 24, 2005
Author
Not clearly detected
Form
CORRESP
Company
CDEX INC (CIK 0001173738)

Letter

Re: CDEX Inc. (the "Company")/Registration Statement on Form SB-2 (Registration No. 333-121796) --------------------------------------------------------------

CDEX INC. 1700 Rockville Pike, Suite 400 Rockville, Maryland 20852

February 24, 2005

VIA EDGAR AND FAX -----------------

Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549

Ladies and Gentlemen:

The Company hereby respectfully requests, pursuant to Rule 461 under the Securities Act of 1933, as amended, that its Registration Statement on Form SB-2, as amended, be declared effective at 5:00 p.m. on February 25, 2005, or as soon thereafter as practicable.

In connection with this request, the Company hereby acknowledges the following:

1. should the Securities and Exchange Commission (the "Commission") or the Commission staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking action with respect to the filing; 2. the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and 3. the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Sincerely,
CDEX INC.

Show Raw Text
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<TEXT>

                                    CDEX INC.
                         1700 Rockville Pike, Suite 400
                            Rockville, Maryland 20852

                                                               February 24, 2005

VIA EDGAR AND FAX
-----------------

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

         Re:      CDEX Inc. (the "Company")/Registration Statement on Form SB-2
                  (Registration No. 333-121796)
                  --------------------------------------------------------------

Ladies and Gentlemen:

     The Company hereby respectfully requests, pursuant to Rule 461 under the
Securities Act of 1933, as amended, that its Registration Statement on Form
SB-2, as amended, be declared effective at 5:00 p.m. on February 25, 2005, or as
soon thereafter as practicable.

     In connection with this request, the Company hereby acknowledges the
following:

     1.   should the Securities and Exchange Commission (the "Commission") or
          the Commission staff, acting pursuant to delegated authority, declare
          the filing effective, it does not foreclose the Commission from taking
          action with respect to the filing;
     2.   the action of the Commission or the staff, acting pursuant to
          delegated authority, in declaring the filing effective, does not
          relieve the Company from its full responsibility for the adequacy and
          accuracy of the disclosure in the filing; and
     3.   the Company may not assert staff comments and the declaration of
          effectiveness as a defense in any proceeding initiated by the
          Commission or any person under the federal securities laws of the
          United States.

                                      Sincerely,

                                      CDEX INC.

                                      By: /s/ Malcolm H. Philips
                                          ----------------------
                                          Malcolm H. Philips,
                                          Chairman, Chief Executive Officer and
                                          President

</TEXT>
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