Leonard W. Burningham
Lawyer
Hermes Building * Suite 205
455 East Fifth South
Salt Lake City, Utah 84111-3323
Of Counsel Telephone (801) 363-7411
Branden T. Burningham, Esq. Fax (801) 355-7126
Bradley C. Burningham, Esq. e-mail lwb@burninglaw.com
June 5, 2007
Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20549
Attention: Tia Jenkins
Senior Assistant Chief Accountant
Office of Emerging Growth Companies
Raj Rajan
Division of Corporation Finance
Mail Stop 3561
Facsimile No.: 202-772-9202
Re: Reflect Scientific, Inc.
Form 10-QSB for the fiscal quarter ended September 30, 2006
Filed November 14, 2006
File No. 000-31377
Dear Ms. Jenkins and Mr. Rajan:
This letter is a third response to your letter dated March 30, 2007, regarding the above filing of Reflect Scientific, Inc. (the “Company”). My first response was filed with the Securities and Exchange Commission (the “SEC”) on or about April 9, 2007, and my second response was filed with the Securities and Exchange Commission on or about May 14, 2007. All information provided in both responses is also incorporated herein by reference; and the following is our compliance with your requests. The first and second response, together with the information filed as indicated below, should address all of your comments satisfactorily.
Comment #2: The Company’s 8-K/A Current Report dated June 27, 2006, and filed September 14, 2006, was amended to include Cryomastor, Inc. financial statements for the
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June 5, 2007
quarter ended March 31, 2006, with appropriate proforma financial statements, and was filed on May 15, 2007.
Comment #3: See my first and second responses and the filings mentioned herein.
Comment #4: The Company’s 8-K/A Current Report dated November 15, 2006, and filed November 16, 2006, was amended to include the financial statements and pro forma information for Smithgall & Associates, Inc., dba “Image Labs Inaternational,” and was filed on June 1, 2007. The date of this 8-K Current Report should have been February 26, 2007, because the Agreement and Plan of Merger that was signed on November 15, 2006, expired by its terms, and was reinstated by an Addendum of that date; if you desire, the dates can be changed, but that would seem to provide little additional information at this point.
Comment #5: The Amended 8-K containing the financial statements required to be filed by the Company with respect to the acquisition of All Temp Engineering was filed today, June 5, 2007, and is dated November 17, 2006. The date of this 8-K Current Report should have been January 19, 2007, because the Agreement and Plan of Merger that was signed on November 17, 2006, expired by its terms, and was reinstated by an Addendum of that date; if you desire, the dates can be changed, but that also would seem to provide little additional information at this point.
Comment #6: The Company also filed an amended 10KSB for the year ended December 31, 2006 on Form 10KSB/A-2 on May 23, 2007.
The Company would appreciate it if you would promptly review all of these filings and responses.
If you have any further comments, we can discuss these in a conference call that I will arrange with you or you can call me to arrange.
Thank you.
Yours very sincerely,
/s/Leonard W. Burningham
Leonard W. Burningham
LWB/sg