SEC Comment Letter for Ilustrato Pictures International Inc. (ILUS) (CIK 0001496383) (ILUS) — Feb 11, 2011
Ilustrato Pictures International Inc. (ILUS) (CIK 0001496383)
Date: Feb. 11, 2011 · CIK: 0001496383 · Accession: 0000000000-11-009456
AI Filing Summary & Sentiment
File numbers found in text: 333-168136
Referenced dates: January 28, 2011
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February 11, 2011 Michael Moore, President, CEO, Director Superior Venture Corporation 1937 E. Mineral Avenue Centennial, Colorado 80122 Re: Superior Venture Corporation Amendment No. 5 to Registrati on Statement on Form S-1 Filed February 4, 2011 File No. 333-168136 Dear Mr. Moore: We have reviewed your ame nded registration statement and supplemental response 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 by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your re gistration statement and the information you provide in response to these comments, we may have additional comments. Amendment No. 5 to Registration Statement on Form S-1 Marketing, page 23 1. Please clarify your reference to “this segment” in the last two se ntences of the first paragraph of page 24 in light of your revise d discussion of the three segments you intend to target. Marketing Strategy, page 24 2. We partially reissue commen t two of our letter dated Ja nuary 28, 2011. We note your discussion of how you intend to market to your “first market segmentation” of consumers with disposable income who are college educat ed. Please also revised here to discuss the specific marketing strategies you intend to use, if any, for your other two identified market segments: adults aged 45 and up and generation-Xers/millennials. Michael Moore Superior Venture Corporation February 11, 2011 Page 2 Management’s Discussion and Analysis or Plan of Operation, page 44 3. We reissue comment three of our letter dated January 28, 2011. Please revise your disclosure on page 44 to disclose the cash bala nce as of the most recent practicable date. We urge all persons who are responsible for th e accuracy and adequacy of the disclosure in the filing to be certain that the filing incl udes the information the Securities Act of 1933 and all applicable Securities Act rules require. Since the company and its management are in possession of all facts relating to a company’s disc losure, they are responsible for the accuracy and adequacy of the disclosures they have made. Please refer to Rules 460 and 461 regarding re quests for acceleration. We will consider a written request for acceleration of the effective date of the regi stration statement as confirmation of the fact that those reques ting acceleration are aware of thei r respective responsibilities under the Securities Act of 1933 and the Securities Excha nge Act of 1934 as they relate to the proposed public offering of the securities specified in th e above registration stat ement. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact Shehzad Niazi at (202) 551-3121 or Pamela Howell, Special Counsel, at (202) 551-3357 with any questions. Sincerely, /s/ Pamela Howell for John Reynolds Assistant Director