MEMORANDUM OF RESPONSES
PETROSEARCH ENERGY CORPORATION
(the “Company”)
| | · | POST EFFECTIVE AMENDMENT NO. 6 ON FORM S-1 – (FILE NO. 333-142100) |
| | · | AMENDMENT NO. 7 TO FORM S-1 – (FILE NO. 333-149010) |
| | · | RESPONSE LETTER DATED FEBRUARY 2, 2009 (File No. 0-51488) |
In response to the Staff’s verbal comment requesting the Company to update the Directors and Executive Officers Section and the Executive Compensation Section of the Form S-1 and Post Effective Amendment to Form S-1 we have updated that section to include current information, including 2008 information.
In response to the Staff’s comment to include the Pro-forma Financial Statements in the Form S-1 and Post Effective Amendment to Form S-1 we have inserted the appropriate Pro-forma financial statements in both forms following the Notes to the Financial Statements for September 30, 2008.
The Company has filed herewith the following documents:
| 1. | Post-Effective Amendment No. 6 on Form S-1 – (File No. 333-142100) |
| 2. | Amendment No. 7 to Form S-1 – (File No. 333-149010) |
| Signature: | Title: | Date: |
| | | |
| By /s/ David J. Collins | Chief Financial Officer, | February 2, 2009 |
| David J. Collins | Chief Accounting Officer, | |
| | and Principal Financial Officer | |
