-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H6EXuh05YawXu+s8o8OFSjzCYgjItfWFmTPXbtWmyCimQdjSQgvdvI7zUf5ROrVF huBEycP+a2wcSqPUDAaRsQ== 0001262876-07-000017.txt : 20071113 0001262876-07-000017.hdr.sgml : 20071112 20070802162635 ACCESSION NUMBER: 0001262876-07-000017 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PROVIDENCE SELECT FUND LP CENTRAL INDEX KEY: 0001262876 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 505 BROOKFIELD DRIVE CITY: DOVER STATE: DE ZIP: 19901 BUSINESS PHONE: 800-331-1532 MAIL ADDRESS: STREET 1: 505 BROOKFIELD DRIVE CITY: DOVER STATE: DE ZIP: 19901 CORRESP 1 filename1.txt THE SCOTT LAW FIRM, P.A. 940 Northeast 79th Street, Suite A Miami, Florida 33138 (305) 754-3603 facsimile (305) 754-2668 wscott@wscottlaw.com August 2, 2007 Ms. Linda Van Doorn Senior Assistant Chief Accountant U.S. Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Providence Select Fund, Limited Partnership (the "Fund") Form 10-K for the year ended 12/31/2006 Filed on 4/2/2007 File No. 333-108629 Dear Ms. Van Doorn, Thank you for the telephone call to afford the Fund notice of the separate accounting rules available under the Investment Advisors Act of 1940. Upon review, those rules are unavailable to any commodity pool that wishes to employ a commodity trading advisor on the terms customary for the industry. We have reproduced below the Commission's comment provided by your letter to the Fund of July 19 2007, and have supplied the Fund's response immediately following it. FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2006 Note 2 - Significant Accounting Policies Offering Expenses and Organizational Costs. page F-7 1. We have read your response to comment three. You have recorded a liability and a corresponding deferred asset representing deferred organization and offering costs which you have titled "reimbursable syndication costs", which implies that the company has the right to be reimbursed for such costs. We maintain our position that your recording of deferred organization and offering costs as a deferred asset is not in accordance with GAAP. Please revise your financial statements accordingly to expense reimbursable organizational costs in accordance with SOP 98-5 and reflect reimbursable offering costs as a reduction to partnership capital as of the date of the offering. Refer to SAB Topic SA and 5D. Please note that you may separately disclose how you are treating these costs for the purposes of determining net asset value. Response: The Fund is in the process of revising its financial statements to expense reimbursable organizational costs in accordance with SOP 98-5 and reflect reimbursable offering costs as a reduction to partnership capital as of the date of the offering. The Fund will file these financials within three weeks from the date of this response as part of Amendment No. 2 to its Form 10-K for the year ended December 31, 2006. The Fund became effective September 12, 2005. It requests acceptance of its restated financials for the affected periods as required to be disclosed in (1) the 2006 year-end audit to be included in the Form 10-K amendment and (2) the June 30, 2007 reviewed financials to be included in the second quarter 2007 Form 10-Q. The Fund requests a waiver from the Commission of its obligation to amend its Form 10-K for the year ended 2005 and Form 10-Q's for the periods ended September 30, 2005, March 31, 2006, June 20, 2006, and September 30, 2006. As you know, the Form 10-Q for the period ended June 30, 2007 is due by August 14, 2007. The Fund requests that it not be required to amend its Form 10-Q for the period ended March 31, 2007. The Fund makes these requests because it would be unduly burdensome for it to amend the above reports, the information will be fully disclosed on the to-be-filed reports, and it is easier for investors to consider the two to-be- filed reports than the seven that would be required otherwise. The amended Form 10-K for the year ended December 31, 2006 and the Form 10-Q for the period ended June 30, 2007 will disclose that investors should not look to previously filed reports for financial information. We are grateful for the opportunity to present this response and are available to amplify or clarify any information submitted. Very truly yours, /s/ William S. Scott William Sumner Scott For the Firm WSS/lf cc: White Oak Financial Services, Inc. General Partner - CPO -----END PRIVACY-ENHANCED MESSAGE-----