Boulder Creek Explorations, Inc.
Security and Exchange Commission
Division of Corporate Finance
Washington D.C. 20549
Mail Stop 0511
October 10, 2005
Re: Boulder Creek Explorations, Inc.
Registration Statement Form SB-2/A
File Number 333-121236
Filed: August 17, 2005
Attention: Messeret Nega - Attorney Advisor
Division of Corporate Finance
Phone (202) 942-1891
Fax (202) 942-9527
Boulder Creek has received your comments regarding the Form SB-2/A filed on
August 17, 2005. The following document as prepared by Boulder Creek briefly
describes the general action(s) taken regarding each comment made by the SEC.
The following numbers herein are referenced to the comment number provided on
the document sent by the SEC.
Cover Page
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1. The cover page has been limited to one (1) page as required by Item
501(a) of Regulation S-B. In addition, repetitive information has been
removed from the cover page.
2. The dollar amount of proceeds to the Company from the sale of the
maximum amount of shares that may be sold by the Company has been added
and the percentage language has been removed.
3. On the cover page, the following language has been added to address the
offering period end date for the public offering: "The offering will be
for a maximum of 90 days from October 25, 2005 and may be extended if
the Company so chooses to do so." The date of the prospectus has been
indicated as October 25, 2005.
Dealer Prospectus Delivery Obligation, page 5
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4. The language "Outside Back Cover" has been removed from the prospectus.
Summary Information about the Offering, page 7
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5. The heading on the top left of the summary has been revised to indicate
the shares being offered are by both the selling shareholders and the
company.
Summary of Financial Information, page 7
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6. The Summary of Financial Information section has been revised and
updated to reflect an unaduited summary as of August 31, 2005.
Result of Operations, page 29
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1450 Sasamat Street
Vancouver, BC
Canada V6R 4G4
Boulder Creek Explorations, Inc.
7. Language has been added describing the nature and amount of start-up
costs from inception through August 31, 2005 has been added to this
section.
Financial Statements
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Financial Statements have been audited for the period ending February 28, 2005
and reviewed for the period ended July 31, 2005 by the Company's Auditors. The
Company's year end is October 31 at which time plans to have a full audit
prepared.
General
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8. The Company's audited financial statements for the period ended
February 2005 have been included in this amended filing.
9. The revised auditor's report indicating the name of the auditor with
proper signature has been included in the amended filing..
Statement of Operations, page F-4
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10. Modifications were made to the statement of cash flows and statement of
operations
Statement of Operations
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11. The amounts have been modified to reflect the higher decimal point for
the loss per share. Regarding the weighted average for 2004, the shares
were not issued until September 2004 and therefore would not be
applicable to the period (inception) to July 31, 2004.
Statement of Cash Flows, page F-6
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12. Modifications have been - There was an error in the statement showing
the $7,000 from the 7,000,000 shares were issued July 10, 2004, they
were issued September 17, 2004.
Note 5. Related Party Transactions, page F-10
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13. Language has been added to this section indicating Mr. Sharan's
effective control over the Company both before and after the proposed
offering.
Exhibit 23.1 Consent of Independent Auditor
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14. Consent has been included for the audited period filed with the amended
document.
15. Expert section reflects the audited period as filed with this
amendment.
Updated Financial Statements
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16. Financial Statements are updated pursuant to Rule 3-10 (g) of
Regulation S-B.
Signatures
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17. Signature line has been revised.
Sincerely,
Puneet Sharan
President
Boulder Creek Explorations, Inc.
1450 Sasamat Street
Vancouver, BC
Canada V6R 4G4