Room 4561
May 18, 2005
Mr. David Loflin
President
Diamond I, Inc.
5555 Hilton Avenue, Suite 207
Baton Rouge, LA 70808
Re: Diamond I, Inc.
Form 8-K filed May 4, 2005
File No. 033-19961
Dear Mr. Loflin:
We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response to these comments. If you disagree, we will consider
your
explanation as to why our comments are inapplicable or a
revision
is unnecessary. Please be as detailed as necessary in your
explanation. After reviewing this information, we may or may
not
raise additional comments.
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 comments 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 8-K filed May 4, 2005
1. Amend your disclosure to state whether the accountant`s
report
on the financial statements for either of the past two years
contained an adverse opinion or a disclaimer of opinion or was
qualified or modified as to uncertainty, audit scope or
accounting
principles; and a description of the nature of each such adverse
opinion, disclaimer of opinion, modification or qualification.
See
Item 304(a)(1)(ii) of Regulation S-B.
2. Amend the disclosure to state whether during the registrant`s
two most recent fiscal years and the subsequent interim period,
there were any disagreements with the former accountant on any
matter of accounting principles or practices, financial
statement
disclosure, or auditing scope or procedure, which
disagreement(s),
if not resolved to the satisfaction of the former accountant,
would
have caused it to make reference to the subject matter of the
disagreement(s) in connection with its reports. In the event of
disagreement(s) and/or reportable event(s), provide the specific
disclosures required by Item 304(a)(1)(iv) and (v) of Regulation
S-
B.
3. Amend your disclosure regarding consultations with your new
auditor to state whether there were consultations in the two
most
recent fiscal years and the subsequent interim period. See Item
304(a)(2) of Regulation S-B.
General
We urge all persons who are responsible for the accuracy
and
adequacy of the disclosure in the filing reviewed by the staff
to
be certain that they have provided all information investors
require for an informed decision. Since the company and its
management are in possession of all 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 filing;
* 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.
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.
Please file your supplemental response and amendment via
EDGAR in response to these comments within 5 days of the date of
this letter. Please note that if you require longer than 5 days
to
respond, you should contact the staff immediately to request
additional time. Any questions regarding the above should be
directed to me at (202) 551-3408, or in my absence, to Robert
Benton at (202) 551-3804.
Sincerely,
Christine Davis
Staff Accountant
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Diamond I, Inc.
May 18, 2005
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