SeaoSpa, Inc.
3 Hahistadrut St., Suite #6
Kiryat Yam, Israel 29056
Tel: +1 (877) 841-5343
April 16, 2009
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Attn: Ms. Lilyanna L. Peyser
Division of Corporation Finance
Re: SeaOspa, Inc.
Registration Statement on Form S-1 Filed on February 9, 2009,
and amended on March 24, 2009 and April 14, 2009.
File No. 333-157175 (the "Registration Statement")
Dear Ms. Peyser:
SeaoSpa, Inc. (the "Company") hereby requests, pursuant to Rule 461 promulgated
under the Securities Act of 1933, as amended, acceleration of effectiveness of
the Registration Statement so that such Registration Statement will become
effective as of 5:30 p.m., Monday, April 20, 2009, or as soon thereafter as
practicable.
In connection with our request, we acknowledge the following:
* 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;
* 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
* 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.
Thank you in advance for your attention to this matter.
Very truly yours,
SeaoSpa, Inc.
By: /s/ Yakov Terner
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Name: Yakov Terner
Title: President and Director