DIANE D. DALMY
ATTORNEY AT LAW
8965 W. CORNELL PLACE
LAKEWOOD, COLORADO 80227
303.985.9324 (TELEPHONE)
303.988.6954 (FACSIMILE)
EMAIL: ddalmy@earthlink.net
April 21, 2009
Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20549
Attn: Jill Davis, Branch Chief
James Giugliano, Staff Attorney
George Schuler, Mining Engineer
Re: Uranium International Corp.
Form 10-KSB for Fiscal Year Ended February 28, 2008
File No. 000-52660
Filed June 12, 2008
To Whom It May Concern:
On behalf of Uranium International Corp., a Nevada corporation (the "Company"),
we submit the following responses which correspond to the numerical comments
contained in the Securities and Exchange Commission letter dated February 27,
2009 (the "SEC Letter") regarding the Form 10-KSB for fiscal year ended February
28, 2008 (the "Annual Report").
FORM 10-KSB FOR FISCAL YEAR ENDED FEBRUARY 28, 2008
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, PAGE 17
1. In accordance with the staff's comments, the auditor's report dated May 30,
2008 from James Stafford, Chartered Accountants (the "Independent Auditors") has
been revised to state that the audit was performed in accordance with the
standards of the Public Company Accounting Oversight Board ("PCAOB").
Securities and Exchange Commission
Page Two
April 21, 2009
2. In response to the staff's comments, please be advised that the Independent
Auditors states that the accounting records for the Corporation are maintained
in Vancouver, British Columbia, Canada and that the Corporation in prior years
pursued opportunities related to mineral property exploration in Canada.
Furthermore, the Independent Auditors stated that they completed their audit
procedures related to the financial statements of the Corporation without
reliance on other auditors.
ENGINEERING COMMENTS
GENERAL
3. In accordance with the staff's comments, please be advised that in the event
the Corporation refers to or uses the terms "measured", "indicated" and
"inferred" resources in any press releases or on its website, the Corporation
will at all times include the following language in such press releases.
Moreover, the Corporation's website has been revised to include the following
language.
"Cautionary Note to Investors: The United States Securities and
Exchange Commission permits U.S. mining companies, in their filings, with the
Securities and Exchange Commission, to disclose only those mineral deposits that
a company can economically and legally extract or produce. We use certain terms
on this website or in our press releases, such as "measured", "indicated", and
"inferred" resources, which the Securities and Exchange Commission guidelines
strictly prohit U.S. registered companies from including in their filings the
Securities and Exchange Commission. Investors are urged to consider closely the
disclosure in our Form 10-K, which may be secured from us, or from the
Securities and Exchange Commission website at http://www.sec.gov/edgar.shtml."
CURRENT BUSINESS OPERATIONS, PAGE 8
4. In accordance with the staff's comments, please be advised that the Annual
Report on Form 10-KSB has been amended to remove terms such as "develop",
"development" or "production" and replaced such terms with "explore" or
"exploration".
Securities and Exchange Commission
Page Three
April 21, 2009
5. In accordance with the staff's comments, please be advised that the Annual
Report on Form 10-KSB has been amended to indicate that it is an exploration
stage company and that there is no assurance that a commercially viable mineral
deposit exists on any of its proposed properties, and that further exploration
will be required before a final evaluation as to the economic and legal
feasibility is determined.
6. In accordance with the staff's comments, please be advised that the Annual
Report on Form 10-KSB has been revised to delete any reference to historical
demonstrated resources.
URANIUM EXPLORATION REGULATION, PAGE 15
7. Please be advised that the Corporation was at the time of filing its Annual
Report on Form 10-KSB was and is continuously pursuing mining opportunities in
countries other than the United States and, therefore, believes it prudent to
include this section regarding regulation due to foreign law. This disclosure
will also be included in the Annual Report on Form 10-K for fiscal year ended
February 28, 2009.
DESCRIPTION OF PROPERTY, PAGE 24
8 - 13. In accordance with my discussions with Mr. George Schuler, Mining
Engineer, regarding the applicability of Guide 7 and the required disclosure, we
came to the conclusion that such disclosure as required under Guide 7 was not
required or applicable in that the properties in New Mexico were only optioned
at the time of disclosure, such properties had not been acquired, and such
properties were not included on the balance sheet as assets with any impairment
or write-down. We concluded that including such discussion would be misleading
to an investor. Moreover, as previously disclosed in a Current Report on Form
8-K filed with the Securities and Exchange Commission, the Corporation disclosed
that it had entered into a termination agreement with Strathmore Resources (US)
Inc. ("Strathmore"), pursuant to which the parties agreed that the option
agreements regarding the Nose Rock and Dalton Pass options were terminated.
Thank you for your attention in this matter.
Sincerely,
/s/ DIANE D. DALMY
__________________
Diane D. Dalmy