July 23, 2012
VIA EDGAR FILING
United States Securities and Exchange Commission
Division of Corporate Finance
Washington, D.C. 20549
Attn: John Reynolds, Assistant Director
| Re: | California Gold Corp. | |
| Registration Statement on Form S-1 | ||
| Filed February 10, 2012 | ||
| Amendment No.1 to Registration Statement on Form S-1 | ||
| Filed February 14, 2012 | ||
| File No. 333-179466 |
Dear Mr. Reynolds:
As President and Chief Executive Officer of California Gold Corp., a Nevada corporation (the “Company”), I am submitting this letter in response to the comment letter, dated March 7, 2012, from the Securities and Exchange Commission (the “Commission”) addressed to the Company.
On behalf of the Company, I acknowledge that:
| · | The Company is responsible for the adequacy and accuracy of the disclosures in its filings with the Commission; |
| · | 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. |
If you have any questions or comments with respect to the foregoing, please contact the undersigned at (818) 542-6880.
Very truly yours,
/s/James D. Davidson
James D. Davidson
President and Chief Executive Officer
