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SEC Company Response from Coconut Palm Acquisition Corp. (CIK 0001327012) — Sep 6, 2005

Coconut Palm Acquisition Corp. (CIK 0001327012)
Date: Sept. 6, 2005 · CIK: 0001327012 · Accession: 0000930413-05-006456

AI Filing Summary & Sentiment

File numbers found in text: 333-125105

Date
September 6, 2005
Author
Not clearly detected
Form
CORRESP
Company
Coconut Palm Acquisition Corp. (CIK 0001327012)

Letter

VIA EDGAR AND TELECOPY Mr. John D. Reynolds United States Securities and Exchange Commission Mail Stop 3561, 100 F Street, N.E. Washington, D.C. 20549-0405 COCONUT PALM ACQUISITION CORP. 595 SOUTH FEDERAL HIGHWAY SUITE 600 BOCA RATON, FLORIDA 33432 September 6, 2005 VIA EDGAR AND TELECOPY (202) 772-9206 Mr. John D. Reynolds United States Securities and Exchange Commission Mail Stop 3561, 100 F Street, N.E. Washington, D.C. 20549 RE: COCONUT PALM ACQUISITION CORP. (THE "COMPANY") REGISTRATION STATEMENT ON FORM S-1 ORIGINALLY FILED MAY 20, 2005 (FILE NO. 333-125105) ( THE "REGISTRATION STATEMENT")

RE: COCONUT PALM ACQUISITION CORPORATION (THE "COMPANY") REGISTRATION STATEMENT ON FORM S-1 ORIGINALLY FILED MAY 20, 2005 (FILE NO. 333-125105) ( THE "REGISTRATION STATEMENT")

Dear Mr. Reynolds:

The Company hereby requests, pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, acceleration of effectiveness of the Registration Statement so that such Registration Statement will become effective as of 11:00:A.M., Thursday, September 8, 2005, or as soon thereafter as practicable.

In connection with the Company's request for acceleration of effectiveness of the above-referenced Registration Statement, the Company acknowledges the following:

(1) Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any 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 law of the United States.

Very truly yours,
COCONUT PALM ACQUISITION CORP.

Show Raw Text
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<TEXT>

                            MORGAN JOSEPH & CO. INC.
                                600 FIFTH AVENUE
                                   19TH FLOOR
                            NEW YORK, NEW YORK 10020

                             EARLYBIRDCAPITAL, INC.
                         275 MADISON AVENUE, SUITE 1203
                            NEW YORK, NEW YORK 10016

                                                              September 6, 2005

VIA EDGAR AND TELECOPY
Mr. John D. Reynolds
United States Securities and
  Exchange Commission
Mail Stop 3561, 100 F Street, N.E.
Washington, D.C. 20549-0405

         RE:  COCONUT PALM ACQUISITION CORPORATION (THE "COMPANY")
              REGISTRATION STATEMENT ON FORM S-1 ORIGINALLY FILED MAY 20, 2005
              (FILE NO. 333-125105) ( THE "REGISTRATION STATEMENT")

Ladies and Gentlemen:

         As  Representatives of the underwriters of the proposed public offering
of the Company,  we hereby join the Company's  request for  acceleration  of the
above referenced Registration Statement, requesting effectiveness for 11:00 a.m.
(EST) on September 8, 2005, or as soon thereafter as is practicable.

         Pursuant to Rule 460 of the  General  Rules and  Regulations  under the
Securities  Act of  1933,  we  wish to  advise  you  that we have  effected  the
following  distribution of the Company's  Preliminary  Prospectus  dated July 6,
2005, through the date hereof:

         PRELIMINARY PROSPECTUS DATED JULY 6, 2005:

         3500  copies  to  prospective  Underwriters,  institutional  investors,
dealers and others.

         The  undersigned  advise that they have  complied and will  continue to
comply with Rule 15c2-8 under the Securities Exchange Act of 1934.

                                                Very truly yours,

                                                MORGAN JOSEPH & CO. INC.

                                                By: /s/ Mike Powell
                                                -------------------

                                                EARLYBIRDCAPITAL, INC.

                                                By: /s/ Steven Levine
                                                ---------------------

<PAGE>

                         COCONUT PALM ACQUISITION CORP.
                            595 SOUTH FEDERAL HIGHWAY
                                    SUITE 600
                            BOCA RATON, FLORIDA 33432

                                        September 6, 2005

VIA EDGAR AND TELECOPY (202) 772-9206
Mr. John D. Reynolds
United States Securities and
   Exchange Commission
Mail Stop 3561, 100 F Street, N.E.
Washington, D.C. 20549

RE:  COCONUT PALM ACQUISITION CORP. (THE "COMPANY")
     REGISTRATION STATEMENT ON FORM S-1 ORIGINALLY FILED MAY 20, 2005
     (FILE NO. 333-125105) ( THE "REGISTRATION STATEMENT")

Dear Mr. Reynolds:

         The Company hereby requests, pursuant to Rule 461 promulgated under the
Securities  Act of  1933,  as  amended,  acceleration  of  effectiveness  of the
Registration Statement so that such Registration Statement will become effective
as of  11:00:A.M.,  Thursday,  September  8,  2005,  or as  soon  thereafter  as
practicable.

         In  connection   with  the  Company's   request  for   acceleration  of
effectiveness  of  the  above-referenced  Registration  Statement,  the  Company
acknowledges the following:

         (1) Should the  Commission or the staff,  acting  pursuant to delegated
authority,  declare the filing  effective,  it does not foreclose the Commission
from taking any 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 law of the United States.

                                                Very truly yours,

                                                COCONUT PALM ACQUISITION CORP.

                                                By: /s/ Richard C. Rochon
                                                -------------------------
                                                    Richard C. Rochon
                                                    Chief Executive Officer
</TEXT>
</DOCUMENT>