Joseph J. Tomasek, Esq.
77 North Bridge Street
Somerville, New Jersey 08876
(973) 224-1061
| Licensed in New York | Of Counsel: | |
| and New Jersey | Mintz & Fraade, P.C. | |
488 Madison Avenue | ||
| New York, N.Y. 10022 | ||
| (212) 486-2500 |
August 12, 2015
VIA EDGAR AND OVERNIGHT DELIVERY
United States Securities and Exchange Commission
Division of Corporation finance
100 F Street, NE
Washington, D.C. 20549
| Attention: | John Dana Brown | |
| Julie Griffith | ||
| Theresa Messinese | ||
| Lyn Shenk |
| Re: | BMP Holdings Inc. | |
| Amendment No.3 to | ||
| Registration Statement on Form S-1 | ||
Filed August 5, 2015 | ||
| File No. 333-204070 |
Ladies and Gentlemen,
On behalf of our client, BMP Holdings, Inc. (“BMP” or the “Company”), we submit this letter in response to a comment from the Staff of the Securities and Exchange Commission (the “Commission”) contained in its letter dated August 7, 2015, relating to the above referenced Amendment No. 3 to S-1 Registration Statement on Form S-1 filed via EDGAR with the Commission on August 5, 2015 (the “Amendment No. 3”). We are concurrently filing via EDGAR this letter and a separate letter, signed by the Company’s President and CEO, Henry Sargent, requesting that the Staff accelerate the effectiveness of our Registration Statement and issue an order of effectiveness at 4:00 PM, Eastern Time, today, August 12, 2015. Please be advised that the Staff issued the below comment in its August 7, 2015 letter to the Company in error which was confirmed by the Staff accountant, today:
FinancialStatements
2. Please provide a statement of members’ equity (deficit) as required by Rule 8-02of RegulationS-X.
United States Securities and Exchange Commission
Division of Corporation Finance
August 12, 2015
Page Two
Please direct any questions or comments regarding this letter and Amendment No. 3 to me at: 973-224-1061, email: jtoma4368@aol.com.
Sincerely,
/s/ Joseph J. Tomasek
Joseph J. Tomasek
