Ronald S. Haligman*
305.539.3339
Fax: 305.358.7095
rhaligman@kl.com
*Not Admitted in Florida
December 10, 2004
Mr. Oscar M. Young, Jr.
Senior Accountant
United States Securities and Exchange Commission
450 Fifth Street, N.W.
Mail Stop 0309
Washington, D.C. 20549
Re:
Bio-One Corporation
Form 8-K, filed December 3, 2004
File No. 000-31889
Dear Mr. Young:
This letter has been prepared in response to your request for Bio-One Corporation to respond to the staff’s comments in the letter dated December 4, 2004 with respect to Form 8-K filed December 3, 2004 by Bio-One Corporation.
COMMENT 1:
While we noted that the former accountant resigned, please revise your filing to specifically state whether the decision to change accountants was recommended or approved by the board of directors or an audit or similar committee of the board of directors, as required by Item 304(a)(1)(iii) of Regulation S-K.
RESPONSE:
We have revised the disclosure as requested.
COMMENT 2:
In providing the disclosure contemplated by Item 304(a)(1)(iv) and (v) of Regulation S-K, please revise your filing to extend “the subsequent interim period” through the date of the former accountant resigned, as it is unclear whether disagreements and reportable events occurred subsequent to September 30, 2004 but prior to the resignation.
RESPONSE:
We have revised the disclosure as requested.
BOSTON ٠ DALLAS ٠ HARRISBURG ٠ LOS ANGELES ٠ MIAMI ٠ NEWARK ٠ NEW YORK ٠ PITTSBURGH ٠ SAN FRANCISCO ٠ WASHINGTON
Mr. Oscar M. Young, Jr.
December 10, 2004
Page 2
COMMENT 3:
Please file a letter from the former accountant addressing the revised disclosures.
RESPONSE:
The Company is simultaneously filing the requested letter.
Very truly yours,
/s/ Ronald S. Haligman
Ronald S. Haligman
RSH/vw
