SEC Comment Letter for ZONE 4 PLAY INC (CIK 0001175442) — Mar 8, 2005
ZONE 4 PLAY INC (CIK 0001175442)
Date: March 8, 2005 · CIK: 0001175442 · Accession: 0000000000-05-010960
AI Filing Summary & Sentiment
File numbers found in text: 333-120174
Letter
Mail Stop 4-6 January 14, 2005 Shimon Citron Chief Executive Officer Zone 4 Play, Inc. 103 Foulk Road Wilmington, DE 19803
Re: Zone 4 Play, Inc. Amendment No. 1 to Form SB-2 Filed on December 21, 2004 File No. 333-120174
Dear Mr. Citron:
We have reviewed your responses and have the following comments. 1. Update the financial statements pursuant to Rule 310(g) of Regulation S-B prior to effectiveness. 2. See prior comment 1. We are unable to locate the pro forma information required in the amended Form 8-K. Please advise. 3. See prior comment 2. We note the revisions to the selling shareholder section describing the transactions by which the selling shareholders obtained their shares. However, the description is ambiguous as to which selling shareholders participated in which transactions. Please revise to provide this specific information. 4. See prior comment 4. We note your supplemental response that Altshuler Shaham Ltd. is a licensed broker in Israel and that it purchased the shares as investment securities. Because the shares were not received by the broker-dealer as compensation, the broker must be named in the prospectus as an underwriter. Please revise accordingly.
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.
Any questions should be directed to Maryse Mills-Apenteng at (202) 942-1861 or the undersigned, in her absence, at 202-942- 1818. If you still require further assistance, you may contact Barbara C. Jacobs, Assistant Director, at (202) 942-1800.
Sincerely,
Mark P. Shuman
Branch Chief - Legal
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Mail Stop 4-6
January 14, 2005
Shimon Citron
Chief Executive Officer
Zone 4 Play, Inc.
103 Foulk Road
Wilmington, DE 19803
Re: Zone 4 Play, Inc.
Amendment No. 1 to Form SB-2
Filed on December 21, 2004
File No. 333-120174
Dear Mr. Citron:
We have reviewed your responses and have the following
comments.
1. Update the financial statements pursuant to Rule 310(g) of
Regulation S-B prior to effectiveness.
2. See prior comment 1. We are unable to locate the pro forma
information required in the amended Form 8-K. Please advise.
3. See prior comment 2. We note the revisions to the selling
shareholder section describing the transactions by which the
selling
shareholders obtained their shares. However, the description is
ambiguous as to which selling shareholders participated in which
transactions. Please revise to provide this specific information.
4. See prior comment 4. We note your supplemental response that
Altshuler Shaham Ltd. is a licensed broker in Israel and that it
purchased the shares as investment securities. Because the shares
were not received by the broker-dealer as compensation, the broker
must be named in the prospectus as an underwriter. Please revise
accordingly.
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.
Any questions should be directed to Maryse Mills-Apenteng at
(202) 942-1861 or the undersigned, in her absence, at 202-942-
1818.
If you still require further assistance, you may contact Barbara
C.
Jacobs, Assistant Director, at (202) 942-1800.
Sincerely,
Mark P. Shuman
Branch Chief - Legal
cc: Gregory Sichenzia, Esq.
Sichenzia Ross Friedman Ference LLP
1065 Avenue of the Americas
New York, NY 10018
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