January 19, 2006
Mr. Robert S. Littlepage
Accountant Branch Chief
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549
Re: Stratus Services Group, Inc. (“Stratus” or the “Company”);
Supplemental Response to Your letter of January 13, 2006 Relative to
Item 4.01 Form 8-K Filed January 12, 2006; File No. 001-15789
Dear Mr. Littlepage:
Set forth below is our further response to your January 13, 2006 comment letter.
This letter will serve as Stratus’ acknowledgment that:
| 1. | The Company is responsible for the adequacy and accuracy of the disclosure in the filing; |
| 2. | Staff comments or changes to disclosure in response to staff comments do not foreclose the Securities and Exchange Commission (the “Commission”) from taking any action with respect to the filing; and |
| 3. | The Company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
Very truly yours,
/s/ Michael A. Maltzman
Michael A. Maltzman
Executive Vice President & CFO
cc: Mr. Joseph J. Raymond
Phil Forlenza, Esq.
Kenya Wright Gumbs
