China Logistics Group, Inc.
23F. Gutai Beach Building No. 969
Zhongshan Road (South)
Shanghai, China 90723
telephone: 86-21-63355100
‘CORRESP’
Mail Stop 3561
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: China Logistics Group, Inc. (the “Company”)
Item 4.02 Form 8-K
Filed August 27, 2009
File No. 0-31497
Ladies and Gentlemen:
The Company is in receipt of the staff’s letter of comment dated September 1, 2009 on the above referenced filing. Following are the Company’s response to such comment. Concurrently, the Company has filed a Current Report on Form 8-K/A to provide the additional requested disclosure.
Item 4.02 Form 8-K Filed August 27, 2009
1. | Please provide a brief description of the facts underlying the conclusion to the extent known at the time of filing that your financial |
| statements for the year ended December 31, 2008 and the three months ended March 31, 2009 should no longer be relied upon. The |
| description should include a description of the accounting errors that will be corrected in the amended filings. Refer to Item 4.02(a)(2) |
RESPONSE: The Company has expanded the disclosure in Item 4.02 in the amended 8-K as filed to provide a brief description of the facts underlying the conclusion to the extent known at the time of filing that its financial statements for the year ended December 31, 2008 and the three months ended March 31, 2009 should no longer be relied upon.
The Company acknowledges 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 |
| | Sincerely, |
| | |
| | /s/ Wei Chen |
| | Wei Chen |
| | CEO and President |
| | |