LEGAL & COMPLIANCE, LLC
LAURA ANTHONY, ESQUIRE
STUART REED, ESQUIRE WWW.LEGALANDCOMPLIANCE.COM
DIRECT E-MAIL:
LANTHONY@LEGALANDCOMPLIANCE.COM
September 12, 2006
VIA ELECTRONIC EDGAR FILING
AND FAX (202)772-9205
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Attn: Michele M. Anderson, Legal Branch Chief
RE: IElement Corporation
Amendment No. 7 to Registration Statement on Form SB-2
Filed September 1, 2006
File No. 333-131451
Dear Ms. Anderson:
As a follow up to my telephone conversation with Wm. Bennett today, and in accordance with Rule 461 promulgated under the Securities Act of 1933, IElement Corporation requests that the effective date of its registration statement on Form SB-2 be accelerated to become effective on Wednesday, September 13, 2006 at 9:30 a.m., or as soon thereafter as possible. IElement also requests that the correspondence letter to the Securities and Exchange Commission filed on Edgar yesterday, September 11, 2006, be withdrawn.
IElement acknowledges that:
| · | Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
| · | The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| · | The Company may not assert this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Your attention to this matter is appreciated.
Legal & Compliance, LLC
By:______________________
Laura Anthony, Esq.
330 CLEMATIS STREET, #217 • WEST PALM BEACH, FLORIDA • 33401 • PHONE: 561-514-0936 • FAX 561-514-0832
OFFICES IN WEST PALM BEACH AND MIAMI BEACH
Securities and Exchange Commission
Division of Corporation Finance
September 12, 2006
Page Two
IELEMENT CORPORATION:
Date: September 12, 2006
/s/
------------------------------
Name: Ivan Zweig
Title: Chief Executive Officer,
Chairman and Principal Accounting Officer
Principal Financial Officer
Director
LANCE K. STOVALL
Date: September 12, 2006
/s/
-------------------------------
Name: Lance K. Stovall
Title: Director
KEN A. WILLEY
Date: September 12, 2006
/s/
-------------------------------
Name: Ken A. Willey
Title: Director
330 CLEMATIS STREET, #217 • WEST PALM BEACH, FLORIDA • 33401 • PHONE: 561-514-0936 • FAX 561-514-0832
OFFICES IN WEST PALM BEACH AND MIAMI BEACH
