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SEC Comment Letter for Digifonica International Corp (CIK 0001211229) — Aug 10, 2005

Digifonica International Corp (CIK 0001211229)
Date: Aug. 10, 2005 · CIK: 0001211229 · Accession: 0000000000-05-041235

AI Filing Summary & Sentiment

Date
August 10, 2005
Author
Jeffrey Gordon
Form
UPLOAD
Company
Digifonica International Corp (CIK 0001211229)

Letter

August 10, 2005 Mr. Clyde Parks Principal Executive Officer Moliris Corp. 8500 Stemmons Freeway, Suite 5050 Dallas, TX 75247

RE: Form 8-K Item 4.01 filed August 10, 2005 File # 0-50178

Dear Mr. Parks:

We have reviewed your filing and have the following comments. Where indicated, we think you should revise your documents in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as detailed as necessary in your explanation. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. After reviewing this information, we may or may not raise additional comments.

Please understand that the purpose of our review process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone number listed at the end of this letter.

1. You disclose that you dismissed your former accountants effective June 27, 2004. However, it appears that the effective date of dismissal is June 27, 2005. Please amend your Form 8-K to correct the dismissal date.

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 letter from the former accountants stating whether the accountant agrees with the statements made in your revised Form 8-K. In addition, please direct your former accountants to remove the language in the original Exhibit 16 letter that relates to November 19, 2005, as this date has not yet occurred.

*****

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 all information required under the Securities Exchange Act of 1934 and that they have provided all information investors require for an informed investment 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.

In connection with responding to our comments, please provide, in writing, a 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.

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 file your response via EDGAR in response to these comments within 5 business days of the date of this letter. Please note that if you require longer than 5 business days to respond, you should contact the staff immediately to request additional time. You may wish to provide us with marked copies of each amended filing to expedite our review. Direct any questions regarding the above to the undersigned at (202) 551-3866.

Sincerely,
Jeffrey Gordon
Staff Accountant
??

Show Raw Text
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<TEXT>

August 10, 2005

Mr. Clyde Parks
Principal Executive Officer
Moliris Corp.
8500 Stemmons Freeway, Suite 5050
Dallas, TX  75247

RE:  	Form 8-K Item 4.01 filed August 10, 2005
	File # 0-50178

Dear Mr. Parks:

We have reviewed your filing and have the following comments.
Where
indicated, we think you should revise your documents in response
to
these comments.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a revision is
unnecessary.
Please be as detailed as necessary in your explanation.  In some
of
our comments, we may ask you to provide us with information so we
may
better understand your disclosure.  After reviewing this
information,
we may or may not raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone number
listed
at the end of this letter.

1. You disclose that you dismissed your former accountants
effective
June 27, 2004.  However, it appears that the effective date of
dismissal is June 27, 2005.  Please amend your Form 8-K to correct
the dismissal date.

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 letter
from the former accountants stating whether the accountant agrees
with the statements made in your revised Form 8-K.  In addition,
please direct your former accountants to remove the language in
the
original Exhibit 16 letter that relates to November 19, 2005, as
this
date has not yet occurred.

*****

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 all information required under the Securities Exchange
Act
of 1934 and that they have provided all information investors
require
for an informed investment 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.

In connection with responding to our comments, please provide, in
writing, a 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.

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 file your response via EDGAR in response to these comments
within 5 business days of the date of this letter.  Please note
that
if you require longer than 5 business days to respond, you should
contact the staff immediately to request additional time.  You may
wish to provide us with marked copies of each amended filing to
expedite our review.  Direct any questions regarding the above to
the
undersigned at (202) 551-3866.

Sincerely,

Jeffrey Gordon
Staff Accountant
??

??

??

??

Clyde Parks
Principle Executive Officer
August 10, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE

</TEXT>
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