SecProbe.io

June 15, 2012
 Via E-mail

Dean Huge Chief Financial Officer   Norman Cay Development, Inc.
2817 NE 32 Street, #201
Fort Lauderdale, FL 33306
Re: Norman Cay Development, Inc.
 Form 10-Q/A for the quarter ended January 31, 2012  Filed on June 5, 2012  Form 8-K/A dated January 23, 2012  Filed on June 5, 2012  Response letter dated June 5, 2012
File No. 000-54709

Dear Mr. Huge:
 We have reviewed your filings and res ponse letter dated June 5, 2012 and have the
following comments.  In some of our comments, we may ask you to provide us with information
so we may better understand your disclosure.
 Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to our comments, we ma y have additional comments.
 Form 8-K/A filed June 5, 2012

 Item 1. Business, page 4

 1. It does not appear your response to comment 3 from our letter dated April 4, 2012 is in
the disclosure.  If so, please advise exactly where your response is; otherwise, revise to
incorporate your response rega rding the relationships among Norman Cay Development,
Inc. and its affiliates, Discovery Gold Ghana Limited and its affiliates, and North Springs Resources Corp. and its affiliated at the time of the earn-in agreement.

Dean Huge Norman Cay Development, Inc.  June 15, 2012 Page 2

 Option Assignment Agreement, page 7

 2. We note your responses to comments 4 a nd 5 from our letter dated May 21, 2012
regarding the delay in  the execution of the Option Assi gnment Agreement and the current
lack of legal effectiveness and enforceability of the assi gnment of the Option.  Please
prominently highlight throughout your disc losure the date the Option Assignment
Agreement was executed by all parties and ye t, notwithstanding this, the assignment of
the Option to Discovery Gold Ghana Limited (“DGG”) is not currently legally effective
or enforceable so that DGG has not succeeded to the Option Assignment Agreement.  Clearly state that Norman Cay Development, Inc. acquired DGG prior to the execution of
the Option Assignment Agreement and revise disc losure that suggests otherwise, such as
the third and fourth sentences in the second paragraph on page 4.  Pl ease present a risk
factor on this issue and revise your Manage ment’s Discussion and Analysis accordingly.
Similarly, revise the Form 10-Q for the fiscal quarter ended January 31, 2012 as
necessary.
 3. We note your response to comment 5 from our  letter dated May 21, 2012.  It is unclear
whether DGG has paid the note issued to Xtra  Gold Resources Corp. in the principal
amount of $135,000 as consideration for the a ssignment of the option.  Please disclose
the date of repayment.  If DGG has not re paid the note, please explain why the Option
Assignment Agreement was submitted for Ghana government approval on April 4, 2012.
Revise your Managements’ Discussion and Anal ysis and Form 10-Q as necessary if the
note is still outstanding.
 Form 10-Q for Fiscal Quarter Ended January 31, 2012, as amended June 5, 2012

 3. Acquisition of Discovery Gold Ghana Ltd., page 10

 4. Your response to comment 8 from our letter dated May 21, 2012 provides no indication
that Discovery Gold Ghana Limited (DGGL) en gaged in any operations other than those
transactions limited to issuing shares and acquiring the Edum Bans o prospecting rights
and the option from Xtra-Gold Resources.  Moreover, it appears from your response
dated June 5, 2012 that DGGL entered in to its transaction with Norman Cay
Development solely to obtain future access to funding opportunities available to public
companies.  For these reasons and for reas ons stated in our le tter dated May 21, 2012, it
continues to appear to us that the August 27, 2011 portion of this stru ctured transaction is
substantive and reflects the sa le and purchase of the asset in  question in an arm’s-length
transaction between willing parties, with inactive shell company, DGGL, in
contemplation by Xtra-Gold Resources of the consideration ultimately transferred,
consideration consisting of cash and a 5.7% equ ity interest on Norman Cay Development.
We continue to believe that the Augu st 27, 2011 transaction as contractually
contemplated between Xtra-Gold Resources a nd the registrant together with DGGL best
reflects the fair value of the consid eration exchanged.  Please revise.

Dean Huge Norman Cay Development, Inc.  June 15, 2012 Page 3

 2.(h) Mineral Property Costs, page 11

 5. We have considered your revenue recogni tion disclosure added to page 9 of your
amended Form 10-Q.   Norman Cay Developm ent, however, entered into an arrangement
on January 25, 2012 and sold 10% of the Edum Banso Option to North Springs Resources Corp. for $1.25 million, of which $250,000 had been received.  This transaction appears to meet th e first three of your revenue re cognition criteria.  However,
as the initial option payment was charged against the carrying costs of these mineral rights, it appears that collectability of the full sales price is not assure d.  Please advise and
expand your discussion of liqui dity and capital resources to address any material
uncertainties regarding the coll ection of the full sales price.
 6. Further, it appears from your earlier response to comment 13 of  our letter dated April 4,
2012 that you currently plan to use a cost recovery method  to recognize revenue from the
sales of your Edum Banso prospecting rights to North Springs Resources Corp.  Please
revise your accounting policy disclosure to sp ecify how you are accoun ting for the sale of
your Edum Banso prospecting rights to North Springs Re sources Corp. prior to the
occasion on which all criteria for revenues recognition have been met.

You may contact Joseph Kemp f, Staff Accountant, at 202 -551-3352 or Carlos Pacho,
Senior Assistant Chief Accountant, at 202-551-38 10, if you have questions regarding comments
on the financial statements and related matters.  You may contact Ajay Kodur i, Staff Attorney, at
202-551-3310; Kathleen Krebs, Special Counsel , at 202-551-3350; or me at 202-551-3810 with
any other questions.
Sincerely,
   /s/ Kathleen Krebs, for   Larry Spirgel
Assistant Director
 cc: Via E-mail

 Wei Wang,  Esq.
Sichenzia Ross Friedman Ference LLP