Mail Stop 03-09
Via Facsimile and U.S. Mail
May 4, 2005
Mr. John C. Anderson
President and Principal Executive, Financial and Accounting
Officer
Procyon Corporation
1300 South Highland Avenue
Clearwater, Florida 33756
RE: Procyon Corporation
Form 10-KSB for the fiscal year ended June 30, 2004
Filed September 28, 2004
File No. 0-17449
Dear Mr. Anderson:
We have reviewed your filing and have the following
comment. We have limited our review of the above referenced filing
to
issue addressed. In our comment, we ask you to provide us with
supplemental information so that we may better understand your
disclosure. Please provide us this letter within 10 business days
of
the date of this letter or tell us when you will provide a
response
prior to the expiration of the 10-day period. Detailed letters
greatly facilitate our review. Please file your letter on EDGAR
under
the form type label CORRESP. Please understand that we may have
additional comments after reviewing your letter.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comment or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Form 10-KSB for the fiscal year ended June 30, 2004
Financial Statements
Note E Commitments and Contingencies, page F-10
1. Please explain to us how you currently account for purchases
subject to retroactive purchase price adjustments under the two-
year
supply/purchase contract entered into in June 2004. Tell us where
in
your filing you have quantified the annual volume of supplies
purchased from this firm, the amount of the current discount, the
minimum purchase levels stipulated under the contract, the terms
of
the retroactive adjustment assuming the Company does not meet its
minimum purchase requirements and the potential future impact from
the retroactive purchase price adjustments or why you believe that
these disclosures are not required.
* * * * *
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require.
Since the company and its management are in possession of all the
facts relating to a company`s disclosure, they are responsible for
the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comment, please
provide,
in writing, a statement from the company acknowledging that:
* The company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* Staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff 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.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Frank Wyman, Staff Accountant at (202) 942-
2851
or Lisa Vanjoske, Assistant Chief Accountant, at (202) 551-3614,
if
you have questions regarding the comment. In this regard, do not
hesitate to contact me at (202) 942-1803.
Sincerely,
Jim B. Rosenberg
Senior Assistant Chief Accountant
??
??
??
??
Mr. John C. Anderson
Procyon Corporation
Page 2
Mail Stop 03-09
Via Facsimile and U.S. Mail
May 4, 2005
Mr. John C. Anderson
President and Principal Executive, Financial and Accounting
Officer
Procyon Corporation
1300 South Highland Avenue
Clearwater, Florida 33756
RE: Procyon Corporation
Form 10-KSB for the fiscal year ended June 30, 2004
Filed September 28, 2004
File No. 0-17449
Dear Mr. Anderson:
We have reviewed your filing and have the following
comment. We have limited our review of the above referenced filing
to
issue addressed. In our comment, we ask you to provide us with
supplemental information so that we may better understand your
disclosure. Please provide us this letter within 10 business days
of
the date of this letter or tell us when you will provide a
response
prior to the expiration of the 10-day period. Detailed letters
greatly facilitate our review. Please file your letter on EDGAR
under
the form type label CORRESP. Please understand that we may have
additional comments after reviewing your letter.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comment or on any other
aspect
of our review. Feel free to call us at the telephone numbers
listed
at the end of this letter.
Form 10-KSB for the fiscal year ended June 30, 2004
Financial Statements
Note E Commitments and Contingencies, page F-10
1. Please explain to us how you currently account for purchases
subject to retroactive purchase price adjustments under the two-
year
supply/purchase contract entered into in June 2004. Tell us where
in
your filing you have quantified the annual volume of supplies
purchased from this firm, the amount of the current discount, the
minimum purchase levels stipulated under the contract, the terms
of
the retroactive adjustment assuming the Company does not meet its
minimum purchase requirements and the potential future impact from
the retroactive purchase price adjustments or why you believe that
these disclosures are not required.
* * * * *
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require.
Since the company and its management are in possession of all the
facts relating to a company`s disclosure, they are responsible for
the accuracy and adequacy of the disclosures they have made.
In connection with responding to our comment, please
provide,
in writing, a statement from the company acknowledging that:
* The company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* Staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff 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.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Frank Wyman, Staff Accountant at (202) 942-
2851
or Lisa Vanjoske, Assistant Chief Accountant, at (202) 551-3614,
if
you have questions regarding the comment. In this regard, do not
hesitate to contact me at (202) 942-1803.
Sincerely,
Jim B. Rosenberg
Senior Assistant Chief Accountant
??
??
??
??
Mr. John C. Anderson
Procyon Corporation
Page 2