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SEC Comment Letter for Ensource Energy Income Fund LP (CIK 0001329378) — Jun 30, 2005

Ensource Energy Income Fund LP (CIK 0001329378)
Date: June 30, 2005 · CIK: 0001329378 · Accession: 0000000000-05-033580

AI Filing Summary & Sentiment

File numbers found in text: 333-126068

Date
June 29, 2005
Author
Tangela Richter
Form
UPLOAD
Company
Ensource Energy Income Fund LP (CIK 0001329378)

Letter

June 29, 2005 Mr. G. Michael O`Leary Andrews Kurth LLP 600 Travis St., Suite 4200 Houston, Texas 77002

Re: Ensource Energy Income Fund LP Form S-4, filed June 23, 2005 File No. 333-126068

Dear Mr. O`Leary:

This is to advise you that a preliminary review of the above registration statement indicates that it fails in certain material respects to comply with the requirements of the Securities Act of 1933, the rules and regulations under that Act, and the requirements of the form. Specifically, the Form S-4 does not include audited financial statements prepared in accordance with generally accepted accounting principles for Eastern American Natural Gas Trust. For this reason, we will not perform a detailed examination of the registration statement and we will not issue any comments because to do so would delay the review of other disclosure documents that do not appear to contain comparable deficiencies.

You are advised that we will not recommend acceleration of the effective date of the registration statement and 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 deficiencies or a request for withdrawal of the filing.

You may contact Regina Balderas (202) 551-3722 or, in her absence, Jill S. Davis, Branch Chief, at (202) 551-3683, if you have questions relating to the financial statements. Please contact the undersigned at (202) 551-3685, with any other questions.

Sincerely,
Tangela Richter
Branch Chief

Show Raw Text
<DOCUMENT>
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<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
June 29, 2005

Mr. G. Michael O`Leary
Andrews Kurth LLP
600 Travis St., Suite 4200
Houston, Texas 77002

      Re:  	Ensource Energy Income Fund LP
		Form S-4, filed June 23, 2005
		File No. 333-126068

Dear Mr. O`Leary:

	This is to advise you that a preliminary review of the above
registration statement indicates that it fails in certain material
respects to comply with the requirements of the Securities Act of
1933, the rules and regulations under that Act, and the
requirements
of the form.  Specifically, the Form S-4 does not include audited
financial statements prepared in accordance with generally
accepted
accounting principles for Eastern American Natural Gas Trust.  For
this reason, we will not perform a detailed examination of the
registration statement and we will not issue any comments because
to
do so would delay the review of other disclosure documents that do
not appear to contain comparable deficiencies.

	You are advised that we will not recommend acceleration of
the
effective date of the registration statement and 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 deficiencies or a request for withdrawal of the
filing.

You may contact Regina Balderas (202) 551-3722 or, in her absence,
Jill S. Davis, Branch Chief, at (202) 551-3683, if you have
questions
relating to the financial statements.  Please contact the
undersigned
at (202) 551-3685, with any other questions.

      Sincerely,

							Tangela Richter
							Branch Chief

cc:	R. Balderas
	J.  Davis
	T. Richter

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Mr. O'Leary
Ensource Energy Income Fund LP
June 29, 2005
Page 2

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE
Mail Stop 7010

</TEXT>
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