 | 100 Overlook Center, 2nd FL Princeton NJ 08540 T: 609.498.7029 |
June 29, 2012
Via EDGAR
U.S. Securities & Exchange Commission
Washington, D.C. 20549
Attention: Rufus Decker
Accounting Branch Chief
| Re: | Carbonics Capital Corporation |
Form 10-Q for Period Ended March 31, 2012
Filed May 21, 2012
Form 10-Q/A for Period Ended March 31, 2012
Filed June 19, 2012
File #0-28887
Dear Mr. Decker:
Reference is made to your letter dated June 22, 2012 that provided certain comments regarding Amendment No. 1 to our Form 10-Q for the period ended March 31, 2012, which amendment was filed by Carbonics on June 19, 2012.
Please be advised that Amendment No. 2 to the above-referenced Form 10-Q, which addresses your comments, was filed on June 29, 2012 on EDGAR. Also, we note that:
| · | the company is responsible for the adequacy and accuracy of the disclosure in the filing; |
| · | staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and |
| · | 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. |
Thank you for your assistance.
Very truly yours
CARBONICS CAPITAL CORPORATION
| By: | /s/Stephen J. Schoepfer | ||
| Stephen J. Schoepfer | |||
| Chief Executive Officer |