SecProbe.io

CORRESP
 1
 filename1.htm

 BLACK
TITAN CORPORATION

 2nd
Floor Harbour Centre

 159
Mary Street

 George
Town

 Grand
Cayman KY1-9006

 Cayman
Islands

 July
17, 2025

 United
States Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Technology

 100
F Street, N.E.

 Washington,
DC 20549

 Re:
 Black
 Titan Corporation

 Amendment
 No. 2 to Registration Statement on Form F-4

 Filed
 July 3, 2025

 File
 No. 333- 287709

 Attention:
Becky Chow, Stephen Krikorian, Jeff Kauten and Jan Woo

 Dear
Members of Staff:

 Pursuant
to Rule 461 under the Securities Act of 1933, as amended, the registrant Black Titan Corporation, hereby request acceleration of effectiveness
of the above referenced Registration Statement so that it will become effective at 4:00 p.m. ET on Monday, July 21, 2025, or as soon
as practicable thereafter.

 Very
 Truly yours,

 /s/
 Brynner Chiam

 Brynner
 Chiam

 Brynner
 Chiam

 Cc:

 Tahra
 Wright

 Loeb
 & Loeb, LLP

CORRESP
 1
 filename1.htm

 Julia
 Aryeh

 Senior
 Counsel

 345
 Park Avenue
 New York, NY 10154

 Direct 212.407.4043 Main 212.407.4000 Fax 212.407.4990 jaryeh@loeb.com

 July
3, 2025

 United States Securities and Exchange

 Commission

 Division of Corporation Finance

 Office of Technology

 100 F Street, N.E.

 Washington, DC 20549

 Re:
 Black Titan Corporation

 Amendment
 No. 1 to Registration Statement on Form F-4

 Filed
 June 23, 2025

 File
 No. 333-287709

 Attention:
Becky Chow, Stephen Krikorian, Jeff Kauten and Jan Woo

 Dear
Members of Staff:

 On
behalf of Black Titan Corporation, formerly, BSKE Ltd (the " Company "), we hereby provide a response to the comments
issued in a letter dated June 30, 2025 (the " Staff's Letter ") regarding the Registration Statement on Form F-4
filed on June 23, 2025 (the " F-4 "). Contemporaneously, we are filing an amendment to the Registration Statement on
Form F-4/A2 via Edgar (the " Amendment ").

 In
order to facilitate the review by the Commission's staff (the " Staff ") of the Amendment, we have responded,
on behalf of the Company, to the comment set forth in the Staff's Letter. The numbered paragraph set forth below responds to the
Staff's comment and corresponds to the numbered paragraph in the Staff's Letter.s

 Amendment
No. 1 to Registration Statement on Form S-4

 Pro
Forma Voting Power and Implied Ownership Levels, page 30

 1.
 Please
 revise to include the 1,069,519 shares held by the PubCo Series A preferred stockholder as potential sources of dilution.

 Response:
The Company has revised the disclosure on page 30 of the Amendment to address the Staff's comment.

 Los
Angeles New York Chicago Nashville Washington, DC San Francisco Beijing Hong Kong www.loeb.com

 For
the United States offices, a limited liability partnership including professional corporations. For Hong Kong office, a limited liability
partnership.

 United
 States Securities and Exchange Commission
 July
 3, 2025
 Page
 2

 General

 2.
 Please
 revise to consistently present the number of shares outstanding after the business combination with respect to the conversion of
 the 1,069,519 shares of Series A preferred stock. In this regard, we note your disclosure in certain instances assumes the conversion
 of the Series A preferred stock upon the closing of the business combination and in other instances assumes the conversion of the
 Series A preferred stock after the closing of the business combination .

 Response:
The Company has globally revised the Amendment to address the Staff's comment.

 Please
call Tahra Wright at (212) 407-4122 or myself at (212) 407-4043 if you would like additional information with respect to any of the foregoing.
Thank you.

 Sincerely,

 /s/
 Julia Aryeh

 Julia
Aryeh

 Senior Counsel

 cc:

 Tahra
 Wright

 Partner

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 30, 2025

Brynner Chiam
Chief Executive Officer
Black Titan Corporation
2nd Floor Harbour Centre
159 Mary Street
George Town, Grand Cayman KY1-9006
Cayman Islands

 Re: Black Titan Corporation
 Amendment No. 1 to Registration Statement on Form F-4
 Filed June 23, 2025
 File No. 333-287709
Dear Brynner Chiam:

 We have reviewed your amended registration statement and have the
following
comments.

 Please respond to this letter by amending your registration statement
and providing
the requested information. If you do not believe a comment applies 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 registration statement and the
information
you provide in response to this letter, we may have additional comments.

Amendment No. 1 to Registration Statement on Form F-4
Pro Forma Voting Power and Implied Ownership Levels, page 30

1. Please revise to include the 1,069,519 shares held by the PubCo Series A
preferred
 stockholder as potential sources of dilution.
General

2. Please revise to consistently present the number of shares outstanding
after the
 business combination with respect to the conversion of the 1,069,519
shares of Series
 A preferred stock. In this regard, we note your disclosure in certain
instances assumes
 June 30, 2025
Page 2

 the conversion of the Series A preferred stock upon the closing of the
business
 combination and in other instances assumes the conversion of the Series
A preferred
 stock after the closing of the business combination.
 Please contact Becky Chow at 202-551-6524 or Stephen Krikorian at
202-551-3488 if
you have questions regarding comments on the financial statements and related
matters. Please contact Jeff Kauten at 202-551-3447 or Jan Woo at 202-551-3453
with any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Technology
cc: Tahra Wright
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 Julia
Aryeh
 Senior
 Counsel

 345
 Park Avenue
 New
 York, NY 10154
 Direct
 +1 212-407-4043
 Main +1 212-407-4000
 Fax
 +1 212-407-4990
 jaryeh@loeb.com

 May
30, 2025

 United
States Securities and Exchange Commission

 Division
of Corporation Finance

 Office
of Technology

 100
F Street, N.E.

 Washington,
D.C. 20549

 Re:
 Black
 Titan Corporation
 Amendment
 No. 2 to Draft Registration Statement on Form F-4 Submitted
 April
 24, 2025 CIK No. 0002034400

 Attention:
Becky Chow, Stephen Krikorian, Jeff Kauten and Jan Woo

 Dear
Members of Staff:

 On
behalf of Black Titan Corporation, formerly, BSKE Ltd (the " Company "), we hereby provide a response to the comments
issued in a letter dated May 8, 2025 (the " Staff's Letter ") regarding the Draft Registration Statement on Form
F-4 filed on April 24, 2025 (the " DRS F-4 "). Contemporaneously, we are filing a revised Registration Statement on
Form F-4 via Edgar (the " Form-4 ").

 In
order to facilitate the review by the Commission's staff (the " Staff ") of the Form-4, we have responded, on
behalf of the Company, to the comment set forth in the Staff's Letter. The numbered paragraph set forth below responds to the Staff's
comment and corresponds to the numbered paragraph in the Staff's Letter.

 Amendment
No. 2 to Draft Registration Statement on Form F-4 submitted on April 24, 2025 Unaudited pro forma condensed combined financial information,
page 76

 1. Please
 address the following comments related to your unaudited pro forma condensed combined financial
 information.

 ● The
 age of the pro forma financial information is based on the age of financial statements requirement
 applicable to the registrant. Since you are a foreign private issuer, the age of the pro
 forma information maybe determined by reference to Item 8 of Form 20-F.

 Response:
The Company clarified that TTNP has a fiscal year end of December 31, while TalenTec has a fiscal year end of July 31, accordingly the
most recent period ended balance sheet date for TTNP is March 31, 2025 and for TalenTec is January 31, 2025. As TalenTec has been determined
to be the accounting acquirer, its latest balance sheet date was used for pro forma presentation (January 31, 2025) and their prior fiscal
year end was used for prior annual period presentation. The historical unaudited condensed financial statements of PubCo and TalenTec
as of and for the six months ended January 31, 2025, which is included in this proxy statement/prospectus. The historical unaudited condensed
financial statements of TTNP as of and for the three months ended March 31, 2025, which are included in TTNP's Quarterly Report
on Form 10-Q for the three months ended March 31, 2025, filed with the SEC on May 14, 2025

 Los Angeles New York Chicago Nashville Washington, DC San Francisco Beijing Hong Kong www.loeb.com For the United States offices, a limited liability partnership including professional corporations. For Hong Kong office, a limited liability partnership.

 United
 States Securities and Exchange Commission

 May
30, 2025

 Page
2

 ● We
 noted your disclosure that 5(B) derived from the audited statement of operations and comprehensive
 PubCo for the year ended July 31, 2024. However, the net loss presents on the face of pro
 forma schedule is not equal to the net loss on page F-24. Please ensure that amounts presented
 are consistent. In addition, please ensure your footnote references on page 81 are consistent
 with your footnotes on page 82.

 Response:
The Company has revised the disclosure on page 81 of the Form-4 in accordance with the Staff's comment.

 ● We
 note your disclosure that historical statement of operations of TTNP for the twelve months
 ended September 30, 2024, which derived by subtracting the financial result for the nine
 months ended September 30, 2023 from the combined financial results for the nine months ended
 September 30, 2024 and the fiscal year ended December 31, 2023. However, we cannot reconcile
 the net loss in amount of $5,846 for twelve months ended September 30, 2024. Please ensure
 that information is accurate.

 Response:
The Company has revised the disclosure on page 81 of the Form-4 in accordance with the Staff's comment.

 ● Please
 revise your disclosure "pro forma financial statements to give effect to pro forma
 events that are (1) directly attributable to the transaction, (2) factually supportable,
 and (3) with respect to the pro forma statements of operations, expected to have a continuing
 impact on the results of the Combined Company" to be consistent with Rule 11-02(a)(6)
 of Regulation S-X.

 Response:
The Company has revised the disclosure on page 76 of the Form-4 in accordance with the Staff's comment.

 2. Please
 revise your disclosure "pro forma financial statements to give effect to pro forma
 events that are (1) directly attributable to the transaction, (2) factually supportable,
 and (3) with respect to the pro forma statements of operations, expected to have a continuing
 impact on the results of the Combined Company" to be consistent with Rule 11-02(a)(6)
 of Regulation S-X.

 Response :
The Company has revised the disclosure, and the unaudited financial statements have been included in the Form-4 in
accordance with the Staff's comment.

 TalenTec
Sdn. Bhd.

 Other
income, page F-48

 3. We
 note your response to comment 4. Please tell us the nature of your exchange gain, net. Reconcile
 these amounts to the foreign exchange gains (loss) presented on your page 47 and page F-36.

 Response:
The Company clarified that it had disclosed foreign currency translation adjustments on page 47 which were recorded in other comprehensive
income. The discrepancy between the amounts disclosed in pages F-48 and F-36 arises due to the revaluation of intercompany balances.
Intercompany balances denominated in a currency other than the functional currency of the subsidiaries to the transaction create foreign
currency gains and losses that survive consolidation, even though intercompany balances do not.

 To
ensure clarity and consistent, the Company has revised the disclosure on F-54 and F-66 of the Revised Form-4 in accordance with the Staff's
comment.

 Please
call Tahra Wright at (212) 407-4122 or myself at (212) 407-4043 if you would like additional information with respect to any of the foregoing.
Thank you.

 Sincerely,

 /s/
 Julia Aryeh

 Julia
 Aryeh

 Senior
 Counsel

 cc:
 Tahra
 Wright

 Partner

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 May 8, 2025

Dato' Seow Gim Shen
Chief Executive Officer
Black Titan Corporation
2nd Floor Harbour Centre
159 Mary Street
George Town, Grand Cayman KY1-9006
Cayman Islands

 Re: Black Titan Corporation
 Amendment No. 2 to Draft Registration Statement on Form F-4
 Submitted April 24, 2025
 CIK No. 0002034400
Dear Dato' Seow Gim Shen:

 We have reviewed your amended draft registration statement and have the
following
comments.

 Please respond to this letter by providing the requested information and
either
submitting an amended draft registration statement or publicly filing your
registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

 After reviewing the information you provide in response to this letter
and your
amended draft registration statement or filed registration statement, we may
have additional
comments. Unless we note otherwise, any references to prior comments are to
comments in
our February 28, 2025 letter.

Amendment No. 2 to Draft Registration Statement on Form F-4 submitted on April
24, 2025
Unaudited pro forma condensed combined financial information, page 76

1. Please address the following comments related to your unaudited pro
forma
 condensed combined financial information.
 The age of the pro forma financial information is based on the age
of financial
 statements requirement applicable to the registrant. Since you are a
foreign private
 issuer, the age of the pro forma information may be determined by
reference to
 Item 8 of Form 20-F.
 May 8, 2025
Page 2

 We noted your disclosure that 5(B) derived from the audited
statement of
 operations and comprehensive PubCo for the year ended July 31, 2024.
However,
 the net loss presents on the face of pro forma schedule is not equal
to the net loss
 on page F-24. Please ensure that amounts presented are consistent.
In addition,
 please ensure your footnote references on page 81 are consistent
with your
 footnotes on page 82.
 We note your disclosure that historical statement of operations of
TTNP for
 the twelve months ended September 30, 2024, which derived by
subtracting the
 financial result for the nine months ended September 30, 2023 from
the combined
 financial results for the nine months ended September 30, 2024 and
the fiscal year
 ended December 31, 2023. However, we cannot reconcile the net loss
in amount
 of $5,846 for twelve months ended September 30, 2024. Please ensure
that
 information is accurate.
2. Please revise your disclosure "pro forma financial statements to give
effect to pro
 forma events that are (1) directly attributable to the transaction, (2)
factually
 supportable, and (3) with respect to the pro forma statements of
operations, expected
 to have a continuing impact on the results of the Combined Company" to be
 consistent with Rule 11-02(a)(6) of Regulation S-X.
TalenTec Sdn. Bhd.
Other income, page F-48

3. We note your response to comment 4. Please tell us the nature of your
exchange gain,
 net. Reconcile these amounts to the foreign exchange gains (loss)
presented on your
 page 47 and page F-36.

 Please contact Becky Chow at 202-551-6524 or Stephen Krikorian at
202-551-3488 if
you have questions regarding comments on the financial statements and related
matters. Please contact Jeff Kauten at 202-551-3447 or Jan Woo at 202-551-3453
with any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of
Technology
cc: Tahra Wright
</TEXT>
</DOCUMENT>

February 28, 2025
Dato' Seow Gim Shen
Chief Executive Officer
BSKE Limited
2nd Floor Harbour Centre
159 Mary Street
George Town, Grand Cayman KY1-9006
Cayman Islands
Re:BSKE Limited
Amendment No. 1 to Draft Registration Statement on Form F-4
Submitted February 13, 2025
CIK No. 0002034400
Dear Dato' Seow Gim Shen:
            We have reviewed your amended draft registration statement and have the following
comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments. Unless we note otherwise, any references to prior comments are to comments in
our October 31, 2024 letter.
Amendment No. 1 to Draft Registration Statement on Form F-4
Unaudited pro forma combined financial information
Noted to unaudited pro forma combined financial information, page 81
1.We noted your response to prior comment 7; however, the historical statement of
operations of TTNP for the fiscal year ended September 30, 2024, should be derived
by subtracting the financial result for the nine months ended September 30, 2023 from
the combined financial results for the nine months ended September 30, 2024 and the
fiscal year ended December 31, 2023, instead of 2024.  Please revise.

February 28, 2025
Page 2
2.It appears that your updated pro forma financial information contains mathematical
errors and inconsistencies. Please address, but not limited to, the following:
•We noted your pro forma combined total assets do not agree to your pro forma
combined total liabilities and stockholders’ equity. Please revise.
•Please ensure your footnote references for each transaction accounting adjustment
on page 79 are consistent with your footnotes on page 82.
•Please include a footnote for 3(b) for adjustment to amounts due to related parties
in amount of $359 on page 79.
•Please provide a reconciliation to the $395,978 adjustment to additional paid-in
capital on page 79.
•Please include a footnote for 4(a) for adjustment to General and administrative
expenses in amount of $473 on page 80.
•Please review your pro forma presentation so that the columns and rows properly
foot and cross-foot.
Industry Overview, page 125
3.Please file the consent of Mordor Intelligence as an exhibit to your registration
statement. Refer to Securities Act Rule 436.
TalenTec Sdn. Bhd.
Consolidated statement of operations and comprehensive income, page F-50
4.We noted you have recorded other income in the amount of $82,896 for the years
ended July 31, 2024, which represents approximately 53.6% of your total net
income. Please disclose the nature of this other income.
            Please contact Becky Chow at 202-551-6524 or Stephen Krikorian at 202-551-3488 if
you have questions regarding comments on the financial statements and related
matters. Please contact Jeff Kauten at 202-551-3447 or Jan Woo at 202-551-3453 with any
other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Tahra Wright

October 31, 2024
Dato' Seow Gim Shen
Chief Executive Officer
BSKE Ltd.
10 East 53rd St., Suite 3001
New York, NY
Re:BSKE Ltd.
Draft Registration Statement on Form F-4
Submitted October 2, 2024
CIK No. 0002034400
Dear Dato' Seow Gim Shen:
            We have reviewed your draft registration statement and have the following comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form F-4
Questions and Answers for Stockholders of TTNP, page 8
1.Please add a question and answer that addresses TTNP's reasons for engaging in the
business combination.
Quorum and Required Vote for TTNP Stockholder Proposals, page 31
2.In light of Mr. Seow's ownership of 47.41% of the outstanding shares of TTNP please
quantify the percentage of the vote of the public shareholders required to approve the
business combination.

October 31, 2024
Page 2
Risk Factors
Dependence on a limited customer base., page 45
3.Please revise to disclose the material terms of the agreements with the two customers
that accounted for 24% of the Company Group's total revenue for the year ended
December 31, 2023 including the term and any termination provisions.
Risks Relating to PubCo's Operating as a Public Company, page 72
4.We note your disclosure that PubCo will be deemed to be an “emerging growth
company” as defined in Section 2(a)(19) of the Securities Act, as modified by the
JOBS Act, and it intends to take advantage of some of the exemptions from reporting
requirements that are available to emerging growth companies. In this regard, please
revise to more clearly state that the PubCo has elected not to opt out of the extended
transition period for complying with new or revised accounting standards, and such
financial statements may not be comparable to other public companies.

Unaudited pro forma combined financial information
Noted to unaudited pro forma combined financial information, page 84
5.We note that Titan Pharmaceuticals, Inc. (“TTNP “) has a fiscal year end of December
31 and KE Sdn. Bhd. has a fiscal year end of July 31. In this regard, please address the
following comments related to your pro forma presentations:
•Please clarify whether the combined company, BSKE Ltd. will adopt July 31as its
fiscal year-end.
•Please revise Note 4(A) to derived from the unaudited  consolidated statement of
operations and comprehensive loss of TTNP for the twelve months ended
September 30, 2023.
•Please revise Note 4(B) to derived from the audited consolidated statement of
operations and comprehensive loss of KE Sdn for the year ended July 31, 2023.
6.Please add an accounting policies footnote to disclose whether management will
perform a comprehensive review of the two entities’ accounting policies upon
consummation of the Merger, and whether management identified any differences that
would have a material impact on the unaudited pro forma condensed combined
financial information based on its initial analysis.
7.Please revise your disclosure to clearly describe how you computed the amounts
presented in the TTNP's pro forma statement of operations for the nine months ended
June 30, 2024 and the twelve months ending September 30, 2023. That is, clearly
describe the periods used and combined in creating each of the pro forma statement of
operation for TTNP for each period presented. Refer Rule 11-02(c)(3) of Regulation
S-X.

October 31, 2024
Page 3
The Business Combination Proposal
TTNP Board's Reasons for Approval of the Business Combination, page 100
8.Please revise to include a brief discussion of the negative factors considered by
TTNP's board of directors.
Industry Overview, page 127
9.Please describe how artificial intelligence is used in the Company’s HCM software
solutions.  Please indicate the products incorporating AI in your pipeline and the stage
of development of each technology. With respect to artificial intelligence, please
indicate if your algorithms are proprietary or open source, and update you risk factors
to reflect the relevant risks.
Industry Overview
Global HCM Software Market, page 127
10.Please disclose the source of your statements about the growth of the global HCM
solutions market and your statements about the market size of Malaysia, Philippines
and Indonesia on page 128.
TTNP Management's Discussion and Analysis of Financial Condition and Results of
Operations,
Liquidity and Capital Resources, page 149
11.Please expand your liquidity and capital resources disclosures for both the Company
and TTPN to address each entity's ability to generate and obtain adequate amounts of
cash to meet its requirements and its plans for cash in the short-term and separately in
the long-term. Refer to Item 5.B. of Form 20-F.

Non-GAAP Financial Measures, page 154
12.Please confirm that the foreign exchange adjustment to your non-GAAP measure is
the amount of the foreign currency translation adjustment, net of tax, that is
recognized as an Other Comprehensive Income item. If so, explain why you believe
that it is appropriate to make an adjustment for the translation adjustment to a non-
GAAP performance measure. We refer you to Question 100.04 in the Compliance and
Disclosure Interpretations on Non-GAAP Financial Measures
TTNP Security Ownership of Certain Beneficial Owners and Management, page 174
13.Please disclose the portion of each class of securities held in the United States and the
number of record holders in the United States. Refer to Item 7.A.2. of Form 20-F.
Certain Relationships and Related Party Transactions, page 176
14.Please identify the name of the director and the law firm to which legal fees were paid
for the years ended December 31, 2023 and 2022. Refer to Item 7.B. of Form 20-F

October 31, 2024
Page 4
Index to Financial Statements, page F-1
15.Please include audited historical financial statements for BKSE, Ltd (the registrant) in
accordance with Rule 3-01(a) of Regulation S-X in your next filing or tell us why you
believe such financial statements are not required. We note that BKSE, Ltd does not
appear to be a business combination shell company since TTNP appears to be a shell
company. Refer to Rule 12b-2 of the Exchange Act and Regulation C, Rule 405. That
is, TTNP appears to be a shell company since the business combination will
be accounted for as a reverse recapitalization. In addition, see footnote 31 to SEC
Release Nos. 33-8587 and 34-52038.
KE SDN. BHD.
Summary of significant accounting policies
(d) Foreign currency translation and transaction, page F-46
16.Please revise to disclose in the financial statement footnotes the aggregate transaction
gain or loss included in determining net income. Refer to ASC 830-20-45-1 and 50-1.
(j) Leases, page F-48
17.You disclose that the Group measures the operating lease liabilities at the
commencement date based on the present value of remaining lease payments over the
lease term, which is computed using the Group’s incremental borrowing rate. Please
revise in future disclosures to clarify whether the rates implicit in your leases are
readily determinable and if that is the basis for using your incremental borrowing rate
as the discount rate for your leases. Refer to “Rate Implicit in the Lease” defined in
ASC 842-20-20.
            Please contact Becky Chow at 202-551-6524 or Stephen Krikorian at 202-551-3488 if
you have questions regarding comments on the financial statements and related
matters. Please contact Charli Wilson at 202-551-6388 or Jeff Kauten at 202-551-3447 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology