Roaming Messenger, Inc.
50 Castilian Dr. Suite A, Santa Barbara
California 93117
August 10, 2005
VIA FACSIMILE (202-772-9203) AND EDGAR
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attention: Scott Anderegg, Esq.
Re: Roaming Messenger, Inc.
Registration Statement on Form SB-2
File No. 333-124600
Ladies and Gentlemen:
Pursuant to Rule 461 of the General Rules and Regulations under the
Securities Act of 1933, as amended (the "Act"), Roaming Messenger, Inc. (the
"Company") respectfully requests that the effective date of the registration
statement referred to above be accelerated so that it will become effective at
12.00 p.m., Eastern Time, on Thursday August 11, 2005, or as soon thereafter as
possible.
We hereby acknowledge the following:
o that should the Commission or the staff, acting pursuant to
delegated authority, declare the filing effective, it does not
foreclose the Commission from taking any action with respect to the
filing;
o the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the Company from its full responsibility for the adequacy
and accuracy of the disclosure in the filing; and
o the Company may not assert staff comments and the declaration of
effectiveness as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.
ROAMING MESSENGER, INC.
By: /s/ Jon Lei
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Name: Jon Lei
Title: President and Chief Executive Officer