June 6, 2013
VIA EDGAR
Peggy Kim
Special Counsel
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549-3628
Re: | Emtec, Inc. Schedule 13E-3 filed May 6, 2013 File No. 5-44028 Schedule 14C filed May 6, 2013 File No. 0-32789 |
Dear Ms. Kim:
Emtec, Inc. (the “Company”) confirms receipt of the letter dated May 28, 2013 from the staff (the “Staff”) of the Securities and Exchange Commission (the “Commission”) with respect to the above-referenced Schedule 13E-3 and Schedule 14C. In response to the Staff’s comments, the Company, Dinesh R. Desai, Sunil Misra, Gregory P. Chandler and DARR Westwood LLC (together with the Company and Messrs. Desai, Misra and Chandler, the “Filing Persons”) acknowledge that:
| (1) | The Filing Persons are responsible for the adequacy and accuracy of the disclosure in the filing; |
| (2) | 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 |
| (3) | The Filing Persons 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. |
Very truly yours,
EMTEC, INC.
By: | /s/ Dinesh R. Desai | |
Name: | Dinesh R. Desai | |
Title: | President, Chief Executive Officer, and Chairman of the Board | |
DARR WESTWOOD LLC | |
| | |
By: | /s/ Dinesh R. Desai | |
Name: | Dinesh R. Desai | |
| Its Sole Member | |
| | |
| | |
By: | /s/ Dinesh R. Desai | |
Name: | Dinesh R. Desai | |
| | |
| | |
By: | /s/ Sunil Misra | |
Name: | Sunil Misra | |
| | |
| | |
By: | /s/ Gregory P. Chandler | |
Name: | Gregory P. Chandler | |
cc: Stephen M. Leitzell, Dechert LLP
2