SecProbe.io

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                              BIGSTRING CORPORATION
                               File No. 333-127923

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                           MEMORANDUM SUMMARIZING SEC
                                   COMMENTS ON
                               AMENDMENT NO. 1 TO
           BIGSTRING CORPORATION'S REGISTRATION STATEMENT ON FORM SB-2
                             Filed October 21, 2005
                              AND RESPONSES THERETO

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      Terms used herein without definition, shall have the same meaning assigned
to them in the prospectus.

General Comments
----------------

Plan of Operation, page 19
--------------------------

1.    Comment: We note on page 20, that you struck the disclosure that you "do
      -------
      not plan to make any significant additions to [your] property or equipment
      in the next twelve months." Please revise this section to note whether you
      intend to make any significant acquisitions, including additions to your
      property or equipment, in the next twelve months.

      Response: We have revised the prospectus in accordance with the Staff's
      --------
      comments.

Principal Stockholders and Security Ownership of Management, page 23
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2.    Comment: We note on page 46, that Mark Shefts is the controlling person
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      for Shefts Associates, Inc. and Shefts Family LP. Combined, Shefts
      Associates, Inc. and Shefts Family LP beneficially own over 5% of your
      outstanding shares. Please advise us why Mark Shefts was not included in
      the Principal Stockholders and Security Ownership of Management Table or
      revise as necessary.

      Response: We have revised the prospectus to include Mark Shefts in the
      --------
      beneficial ownership table set forth in the section of the prospectus
      captioned "Principal Stockholders and Security Ownership of Management."

Description of Business and Services, page 28
---------------------------------------------

Business Strategy, page 28
--------------------------

3.    Comment: We note your response to comment 43. You state that you "recently
      -------
      introduced an email rewards program and a shopping rewards program."
      Please revise to note the percentage of revenues that you share with your
      active email users under each rewards program.

<PAGE>

      Response: We have revised the prospectus in accordance with the Staff's
      --------
      comments.

4.    Comment: You state that, pursuant to your email rewards program you "will
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      share any revenue generated from advertising and marketing affiliations
      with the `active users' of [y]our email services, which are defined as
      those users who are registered email subscribers and have logged onto
      their account within 30 days of the date that the revenue is received."
      Please revise to note if the active users consist of paying as well as
      non-paying users.

      Response: We have revised the prospectus in accordance with the Staff's
      --------
      comments.

Protection of Proprietary Rights, page 31
-----------------------------------------

5.    Comment: You state that you are currently relying on a patent application
      -------
      to protect your proprietary rights in the Universal Recallable, Erasable,
      Secure and Timed Delivery Email. Please revise to note how the patent
      application currently protects your proprietary rights.

      Response: We have revised the prospectus to address the Staff's comments.
      --------

Related Party Transactions, page 40
-----------------------------------

6.    Comment: In light of the fact that Messrs. Myman, Daniels and Handshy are
      -------
      all co-founders of BigString and were executives of the company on July
      16, 2004 when you acquired Email Emissary, please expand your disclosure
      to explain how the negotiations regarding the number of shares to be
      issued in the transaction were conducted at "arms-length." In connection
      with this we note that Messrs. Myman, Daniels and Handshy also acted as
      sole shareholders of Email-Emissary on such date.

      Response: We have revised the prospectus to disclose in the section
      --------
      captioned "Related Party Transactions" that at the time BigString acquired
      all of the outstanding common stock of Email Emissary, neither Charles A.
      Handshy or David L. Daniels, nor their spouses, were officers, directors
      or stockholders of BigString. In addition, we have disclosed in that
      section of the prospectus that Darin M. Myman did not serve as an officer
      or director of Email Emissary prior to its acquisition by BigString, and
      only owned 20% of Email Emissary's outstanding common stock at the time of
      the transaction.

      Messrs. Daniels and Handshy became executive officers and directors of
      BigString at the time of the transaction. We erroneously reported in the
      preliminary prospectus included with amendment no. 1 to the registration
      statement that Messrs. Daniels and Handshy were officers and directors of
      BigString since its inception. We have revised the biographies of Messrs.
      Daniels and Handshy included in the prospectus to disclose that they did
      not become officers and directors of BigString until BigString acquired
      all of the outstanding stock of Email Emissary.

      Inasmuch as Messrs. Daniels and Handshy had no equity position,
      directorship or management position in BigString and Mr. Myman had no
      directorship,

                                       2
<PAGE>

      management position or controlling equity position in Email Emissary,
      BigString believes that the negotiations between BigString and the
      majority shareholders of Email Emissary were conducted at arms-length.

7.    Comment: We note on page 46 that Mark Shefts is the controlling person for
      -------
      Shefts Associates, Inc. and Shefts Family LP. Combined Shefts Associates
      and Shefts Family LP beneficially own over 5% of your outstanding shares.
      In the Business Consultant Services Agreement by and between Bigstring and
      Shefts Associates (Exhibit 10.30), we note that you have an agreement with
      Shefts Associates where it will provide you with advisory services for a
      year beginning September 23, 2005. In light of the fact that Mark Shefts
      beneficially owns over 5% of your outstanding shares, please advise us why
      the Shefts Associates advisory services agreement was not disclosed in
      this section or revise this section to disclose this agreement.

      Response: We have revised the prospectus to address the Staff's comment.
      --------

Selling Stockholders, page 44
-----------------------------

8.    Comment: We note that certain of your selling stockholders are affiliates
      -------
      of registered broker-dealers. Please note that it is our position that any
      selling stockholder who is an affiliate of a broker-dealer must be
      identified as an underwriter in the prospectus unless that selling
      shareholder represents that it purchased the shares being registered on
      its behalf in the ordinary course of its business and, at the time of the
      purchase of those shares, did not have any agreement or understanding,
      directly or indirectly, with any person to distribute those shares. Please
      revise to disclose, if true, that each selling shareholder that is an
      affiliate of a broker-dealer purchased the shares being registered on its
      behalf in the ordinary course of its business and, at the time of the
      purchase of those shares, did not have any agreement or understanding,
      directly or indirectly, with any person to distribute the shares. If you
      are unable to make those statements with respect to one or more of those
      selling shareholders, please revise to identify those selling shareholders
      and to disclose that those selling shareholders are underwriters in
      connection with this registration statement.

      Response: We have revised the section of the prospectus captioned "Selling
      --------
      Stockholders" to disclose that each selling stockholder who is an
      affiliate of a registered broker-dealer has represented to BigString that
      he, she or it purchased the shares being offered by him, her or it in the
      ordinary course of its business and, at the time of the purchase of those
      shares, did not have any agreement or understanding, directly or
      indirectly, to distribute the shares.

9.    Comment: We reissue Comment 61. Please revise your disclosure on page 46
      -------
      to remove your statement that the selling shareholders may sell their
      shares on a "delayed basis" pursuant to Rule 415 since delayed offerings,
      as defined by Rule 415, must be conducted on Form S-3.

      Response: We have revised the prospectus in accordance with the Staff's
      --------
      comments.

                                       3
<PAGE>

10.   Comment: We note that you are registering for resale shares pursuant to
      -------
      warrants issued to Mr. Shefts. Since the warrants have not been exercised,
      please tell us why you believe it is appropriate to register these
      unissued shares for resale. Further, if Mr. Shefts were to exercise the
      warrants prior to the effectiveness of this registration statement and the
      company were to register those shares in this offering, please advise us
      as to why you believe the private issuance of immediately exercisable
      warrants was concluded prior to the filing of the SB-2.

      Response: The Business Consultant Services Agreement, dated as of
      --------
      September 22, 2005, between BigString and Shefts Associates, Inc. (the
      "Consulting Agreement") obligates BigString to register the shares
      underlying the warrants that were issued to Shefts Associates, Inc. in
      connection with the Consulting Agreement. To fulfill its obligation under
      the Consulting Agreement, BigString has included the shares underlying the
      warrants in this registration statement. We are not aware of any
      prohibition against the registration of shares subject to warrants in a
      registration statement on Form SB-2. If the Commission precludes BigString
      from including the shares underlying the warrants in this registration
      statement, BigString will be obligated to register such shares under a
      separate registration statement, which will result in BigString incurring
      unnecessary expense. Accordingly, BigString would like to register the
      shares underlying the warrants in this registration statement to avoid
      having to undertake a subsequent registration to fulfill its obligation to
      Shefts Associates, Inc.

Additional Information, page 51
-------------------------------

11.   Comment: Please revise to note that the correct address for the
      -------
      Commission's Public Reference Room is Room 1580,100 F Street, NE,
      Washington, DC 20549. Your current disclosure has the address as 100 Fifth
      Street.

      Response: We have revised the prospectus in accordance with the Staff's
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      comments.

Financial Statements for the years ended December 31, 2004 and 2003 and the nine
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months ended September 30, 2005, pages F-3 - F-26
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12.   Comment: We note your response to comment 64. Despite the fact that as of
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      December 31, 2004 you turned your primary attention to routine, ongoing
      business activities, it appears that through September 30, 2005 you have
      not produced significant revenue. Please tell us why you should not be
      considered a development stage company in light of the guidance in
      paragraph 8b of SFAS 7 or revise your document.

      Response: We have revised the prospectus, including BigString's financial
      --------
      statements, to indicate that we consider BigString a development stage
      company and have included the appropriate disclosures in the financial
      statements to reflect that BigString is a development stage company.

Report of Independent Registered Public Accounting Firm, page F-2
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13.   Comment: Please tell us why your auditor changed their report date.
      -------

                                       4
<PAGE>

      Response: The report of the independent registered public accounting firm
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      included in amendment no. 2 to the registration statement is dated July
      31, 2005, except as to notes 2, 4, 5, 6 and 8 for which the date is
      November 30, 2005. The report of the independent registered public
      accounting firm included in the registration statement filed on August 29,
      2005 also was dated July 31, 2005.

Revenue Recognition, page F-7
-----------------------------

14.   Comment: We have reviewed your revised disclosure in response to prior
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      comments 65 and 66. Please explain how you have overcome the presumption
      that cash consideration provided by you to your customers is a reduction
      of the selling price. Refer to paragraph 9 of EITF 01-9. Please address
      the fifty percent and twenty percent components separately in your
      response.

      Response: BigString, in accordance with EITF Issue No. 99-19, "Reporting
      --------
      Revenue Gross As A Principal Versus Net As An Agent" and paragraph 9 of
      ETIF 01-19, disclosed its revenue recognition policy relating to the
      distribution of such revenue to users who participated in the referral
      source of advertising income. Corresponding distributions to "active
      users" and referral fees are recorded as a reduction of gross revenue and
      not as a component of cost of sales.

Note 2 - Acquisition, pages F-10 - F-11
---------------------------------------

15.   Comment: We note your response to comment 67. We re-issue our previous
      -------
      comment. We are still unclear why you would assign the shares issued in
      conjunction with the Email Emissary acquisition a lower value than the
      shares recently sold in a private placement shortly before and after the
      acquisition. This would seem to be the most reliable measure of their fair
      value under paragraph 6 of SFAS 141. Additionally, please tell us how
      management valued the intangible assets acquired in this acquisition.

      Response: The fair market value (i.e. $0.24 per share) of the shares of
      --------
      BigString common stock issued in connection with the acquisition of Email
      Emissary was based upon the weighted average value of the shares of
      BigString common stock issued in private placement transactions occurring
      from December 2003 through December 2004. To assist it in valuing the
      intangible assets acquired in the transaction, BigString engaged an
      independent valuation firm to provide a valuation of such intangible
      assets. The valuation firm had no present or contemplated financial
      interest in BigString or Email Emissary, and its fees for the valuation
      were based upon normal hourly billing rates and were not contingent upon
      the results of the valuation.

16.   Comment: We note your response to comment 69. It appears that you d