July 16, 2013
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attention: Pamela Long, Assistant Director
Re: DecisionPoint Systems, Inc.
Amendment No. 2 to Registration Statement on Form S-1
Filed June 19, 2013
File No. 333-186619
Ladies and Gentlemen:
On behalf of DecisionPoint Systems, Inc. (the "Company"), please accept this letter as the Company’s response to the comments of the reviewing Staff of the Securities and Exchange Commission (the “Staff”) in connection with the above-referenced filing as set forth in the comment letter of July 2, 2013.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Liquidity and Capital Resources, page 24
1. You state that you are reducing non-essential expenses and completing the integration of certain acquisitions, which is expected to result in cost savings. Please expand your disclosure to explain your plans with regard to cost reduction measures, and the result of such efforts to date. For example, please disclose which expenses you consider non-essential, and how you intend to reduce the corresponding expense amount.
Response:
The liquidity and capital resources disclosure has been condensed in accordance with the Staff’s comment.
Business
61 Broadway New York, New York 10006 212-930-9700 212-930-9725 Fax
www.srff.com
Sales and Marketing
Customer Base
2. Please expand your response to prior comment 6 to identify the criteria you used to select theidentified customers. For example, please disclose whether these are current customers, theminimum amount the clients spent on your solutions during recent financial periods, and thesignificance of these customers to your business.
Response:
The disclosure has been revised to delete all identified customers.
| Very Truly Yours, | |||
| /s/ Jeff Cahlon | |||
61 Broadway New York, New York 10006 212-930-9700 212-930-9725 Fax
www.srff.com