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SEC Company Response from Giant Oil & Gas Inc. (CIK 0001327926) — Dec 9, 2005

Giant Oil & Gas Inc. (CIK 0001327926)
Date: Dec. 9, 2005 · CIK: 0001327926 · Accession: 0000939802-05-000927

AI Filing Summary & Sentiment

File numbers found in text: 333-125381

Date
December 9, 2005
Author
Not clearly detected
Form
CORRESP
Company
Giant Oil & Gas Inc. (CIK 0001327926)

Letter

Re: Giant Oil & Gas Inc. Registration Statement on Form F-1, as amended Registration No. 333-125381

GIANT OIL & GAS INC. 246 STEWART GREEN S.W. SUITE 4010 CALGARY, ALBERTA T3H 3C8 CANADA

December 9, 2005

BY FACSIMILE AND EDGAR

Securities and Exchange Commission Station Place 100 F St. NE Washington, DC 20549

Ladies and Gentlemen:

Giant Oil & Gas Inc. (the "Company") hereby withdraws its request filed by it with the Securities and Exchange Commission (the "Commission") on December 1, 2005, for the acceleration of the above-referenced Registration Statement (the "December 1 Acceleration Request"). Accordingly, the December 1 Acceleration Request is hereby terminated, void, and of no further force or effect. The Company is making such withdrawal on the grounds that the Commission has informed the Company that the December 1 Acceleration Request lacks certain certifications required to be made by the Company's officers and directors. The Commission has advised the Company to withdraw the December 1 Acceleration Request and to file a new request containing the proper certifications.

Pursuant to the Commissions instructions and in accordance with Rule 461 promulgated under the Securities Act of 1933, as amended (the "Act"), the Company hereby requests that the Registration Statement described above be accelerated so that it will become effective at 5:00 p.m. on December 12, 2005, or as soon as practicable thereafter. In connection with such request, the undersigned, being the sole officers and directors of the Company, hereby acknowledge 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 their filing.

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 laws of the United States.

Should you have any questions regarding this matter, please do not hesitate to call David Lubin, Esq., counsel for the Company, (516) 569-9629.

Very truly yours,
Giant Oil & Gas Inc.

Show Raw Text
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<TYPE>CORRESP
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<TEXT>
                              GIANT OIL & GAS INC.
                             246 STEWART GREEN S.W.
                                   SUITE 4010
                            CALGARY, ALBERTA T3H 3C8
                                     CANADA

                                                              December 9, 2005

BY FACSIMILE AND EDGAR

Securities and Exchange Commission
Station Place
100 F St. NE
Washington, DC 20549

         Re:      Giant Oil & Gas Inc.
                  Registration Statement on Form F-1, as amended
                  Registration No. 333-125381

Ladies and Gentlemen:

          Giant Oil & Gas Inc.  (the  "Company")  hereby  withdraws  its request
filed by it with the Securities and Exchange  Commission (the  "Commission")  on
December 1, 2005,  for the  acceleration  of the  above-referenced  Registration
Statement (the "December 1 Acceleration Request").  Accordingly,  the December 1
Acceleration  Request is hereby  terminated,  void,  and of no further  force or
effect. The Company is making such withdrawal on the grounds that the Commission
has informed the Company that the December 1 Acceleration  Request lacks certain
certifications required to be made by the Company's officers and directors.  The
Commission  has  advised the Company to  withdraw  the  December 1  Acceleration
Request and to file a new request containing the proper certifications.

         Pursuant to the  Commissions  instructions  and in accordance with Rule
461  promulgated  under the Securities Act of 1933, as amended (the "Act"),  the
Company  hereby  requests that the  Registration  Statement  described  above be
accelerated so that it will become  effective at 5:00 p.m. on December 12, 2005,
or as soon as  practicable  thereafter.  In connection  with such  request,  the
undersigned,  being the sole  officers  and  directors  of the  Company,  hereby
acknowledge 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 their filing.

         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 laws of the United States.

         Should you have any  questions  regarding  this  matter,  please do not
hesitate to call David Lubin, Esq., counsel for the Company, (516) 569-9629.

                                    Very truly yours,

                                    Giant Oil & Gas Inc.

                                    /s/ Robert Coale____________
                                    Robert Coale
                                    Directer, Chairman, President and Chief
                                    Executive Officer, Chief Operating Officer,
                                    and Secretary

                                    /s/ Donald Neal_______________
                                    Donald Neal
                                    Director and Vice President

                                    /s/ Duncan Budge
                                    Duncan Budge
                                    Director

</TEXT>
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