SEC Comment Letter for SONOMA COLLEGE INC (CIK 0001308930) — Nov 23, 2004
SONOMA COLLEGE INC (CIK 0001308930)
Date: Nov. 23, 2004 · CIK: 0001308930 · Accession: 0000000000-04-037599
AI Filing Summary & Sentiment
File numbers found in text: 333-120671
Letter
November 23, 2004 Mail Stop 0511 Charles D. Newman, CEO Sonoma College, Inc. 1304 South Point Blvd., Suite 280 Petaluma, CA 94954
Re: Sonoma College, Inc. Registration Statement on Form SB-2 File No. 333-120671
Dear Mr. Newman:
We have completed a preliminary reading of your registration statement. It appears that your document fails to comply with the requirements of the Securities Act of 1933, the rules and regulations under that Act, and the requirements of the form. In this regard, your registration statement does not appear to contain updated financial statements as required by Item 310 of Regulation S-B and Form SB-2. For this reason, we will not perform a detailed examination of the registration statement, and we will not issue any comments until this material deficiency is addressed.
As long as it remains in its current form, we will not recommend acceleration of the effective date of the registration statement. Also note that should the registration statement become effective in its present form, we would be required to consider what recommendation, if any, we should make to the Commission. We suggest that you consider submitting a substantive amendment to correct the deficiency or a request for withdrawal of the filing.
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. Feel free to call me at (202) 942-2999 with any questions. We look forward to working with you to address these concerns.
Sincerely,
John D. Reynolds
Assistant Director
cc: Stephen J. Czarnik, Esq. (by fax)
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<DOCUMENT> <TYPE>LETTER <SEQUENCE>1 <FILENAME>filename1.txt <TEXT> November 23, 2004 Mail Stop 0511 Charles D. Newman, CEO Sonoma College, Inc. 1304 South Point Blvd., Suite 280 Petaluma, CA 94954 Re: Sonoma College, Inc. Registration Statement on Form SB-2 File No. 333-120671 Dear Mr. Newman: We have completed a preliminary reading of your registration statement. It appears that your document fails to comply with the requirements of the Securities Act of 1933, the rules and regulations under that Act, and the requirements of the form. In this regard, your registration statement does not appear to contain updated financial statements as required by Item 310 of Regulation S-B and Form SB-2. For this reason, we will not perform a detailed examination of the registration statement, and we will not issue any comments until this material deficiency is addressed. As long as it remains in its current form, we will not recommend acceleration of the effective date of the registration statement. Also note that should the registration statement become effective in its present form, we would be required to consider what recommendation, if any, we should make to the Commission. We suggest that you consider submitting a substantive amendment to correct the deficiency or a request for withdrawal of the filing. 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. Feel free to call me at (202) 942-2999 with any questions. We look forward to working with you to address these concerns. Sincerely, John D. Reynolds Assistant Director cc: Stephen J. Czarnik, Esq. (by fax) </TEXT> </DOCUMENT>