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SEC Comment Letter for CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC. (CELZ) (CIK 0001187953) (CELZ) — Aug 15, 2012

CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC. (CELZ) (CIK 0001187953)
Date: Aug. 15, 2012 · CIK: 0001187953 · Accession: 0000000000-12-044105

AI Filing Summary & Sentiment

Sentiment
Urgency
Document Type
Confidence
SEC Posture
Company Posture

Summary

Reasoning

Date
August 14, 2012
Author
/s/ Jeffrey Gordon
Form
UPLOAD
Company
CREATIVE MEDICAL TECHNOLOGY HOLDINGS, INC. (CELZ) (CIK 0001187953)

Letter

August 14, 2012 Via E -mail Mr. Steven L. White President Jolley Marketing, Inc. 664 South Alvey Dr. Mapleton, UT 84664

RE: Jolley Marketing, Inc. Item 4.01 Form 8 -K Filed August 13, 2012 File No. 0 -53500

Dear Mr. White :

We have reviewed your filing an d 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 r espond to this letter within five business days by amending your filing, 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 circumstances or do not believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments.

1. Item 304(a)(1)(ii) of Regulation S -K requires a statement whether the accountant's reports on the financial statements for either of the past two years contain ed an adverse opinion or a disclaimer of opinion or was qualified or modified as to uncertainty, audit scope or accounting principles; and a description of the nature of each such adverse opinion, disclaimer of opinion, modification or qualification. This would include disclosure of uncertainty regarding the ability to continue as a going concern in the accountant’s report s. It appears that the accountant’s reports included in the December 31 , 2011 and 201 0 Forms 10 - K included disclosure of uncertainty regard ing the ability to continue as a going concern. As such, please amend your Form 8 -K and revise your disclosure accordingly.

2. To the extent that you make changes to the Form 8 -K to comply with our comments, please obtain and file an updated Exhibit 16 lett er from the former accountants stating whether the accountant agrees with the statements made in your amended Form 8 -K.

Mr. Steven L. White Jolley Marketing, Inc. August 14, 201 2 Page 2

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes the information the Securities Exchange Act of 1934 and all applicable Exchange Act rules require. 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 t he disclosures they have made.

In responding to our comments, please provide a written statement from the company acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure 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 federal securities laws of the United States. You may contact me at (202) 551 -3866 with any questions.

Sincerely,
/s/ Jeffrey Gordon

Show Raw Text
August 14, 2012

Via E -mail
Mr. Steven L. White
President
Jolley Marketing, Inc.
664 South Alvey Dr.
Mapleton, UT  84664

RE: Jolley Marketing, Inc.
Item 4.01 Form 8 -K
Filed August 13, 2012
File No. 0 -53500

Dear Mr. White :

We have reviewed your filing an d 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 r espond to this letter within five  business days by amending your filing, 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 circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional  comments.

1. Item 304(a)(1)(ii) of Regulation S -K requires a statement whether the accountant's reports on
the financial statements for either of the past two years contain ed an adverse opinion or a
disclaimer of opinion or was qualified or modified as to uncertainty, audit scope or
accounting principles; and a description of the nature of each such adverse opinion,
disclaimer of opinion, modification or qualification.  This  would include disclosure of
uncertainty regarding the ability to continue as a going concern in the accountant’s report s.  It
appears that the accountant’s reports included in the December 31 , 2011  and 201 0 Forms 10 -
K included disclosure of uncertainty regard ing the ability to continue as a going concern.  As
such, please amend your Form 8 -K and revise your disclosure accordingly.

2. To the extent that you make changes to the Form 8 -K to comply with our comments, please
obtain and file an updated Exhibit 16 lett er from the former accountants stating whether the
accountant agrees with the statements made in your amended Form 8 -K.

Mr. Steven  L. White
Jolley Marketing, Inc.
August  14, 201 2
Page 2

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   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 t he disclosures they have made.

 In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure 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  federal securities laws of the United States.
You may  contact me at (202) 551 -3866 with any questions.

 Sincerely,

        /s/ Jeffrey Gordon

 Jeffrey Gordon
 Staff Accountant