SIERCHIO GRECO & GRECO, LLP
110 East 59th Street, 29th Floor
NEW YORK, NEW YORK 10022
TELEPHONE (212) 246-3030
FACSIMILE (212) 486-0208
Joseph Sierchio
Alfred V. Greco
Paul V. Greco*
____________
* Retired
December 6, 2007
By Federal Express
U.S. Securities and Exchange Commission
100 F Street NE
Washington, D.C. 20549
Attention: Suzanne Hayes
Mail Stop: 6010
Re:
MicroChannel Technologies Corporation- the Registration Statement on Form SB-2 filed on October 1, 2007 (File No. 333-146404)-Filing of Pre Effective Amendment No. 2 (filed December 6, 2007) in response to Staff Comment Letter dated December 3, 2007.
We have been authorized by the MicroChannel Technologies Corporation (the “Company”) to submit the following responses on its behalf to your letter of October 26, 2007 (the “December 3rd Letter”). The numbered responses are keyed sequentially to the numbered paragraphs in the December 3rd Letter.
All capitalized terms used herein and not otherwise defined shall have the meaning ascribed thereto in Pre Effective Amendment No. 2 to the Form SB-2 as filed on December 6, 2007, four copies of which have been delivered to the Staff under separate cover. Page references are to the hard copy of the prospectus as set forth in Pre Effective Amendment No. 2 as marked, unless otherwise indicated.
1.
Pursuant to telephonic discussions with Ms. Paula Culver (202-551-8900-Option3) of Filer Support, the Company has advised that the technical issue has been resolved.
2.
The suggested disclosure has been made. See page 13.
3.
The suggested disclosure has been made. See pages 21-22.
4.
The suggested disclosure has been made. See page 25.
5.
The suggested disclosure has been made. See page 28.
6.
The suggested disclosure has been made. See page 42 and 44.
7.
The suggested disclosure has been made. See pages 45-46.
8.
The requested change has been made on page 52.
9.
The requested revision has been made. See Footnote 1 to the Financial Statements.
We hope that you find the foregoing responsive to the Staff’s comments. The Company appreciates your prompt attention to this filing.
Very truly yours,
/s/ Joseph Sierchio
Joseph Sierchio
cc.: MicroChannel Technologies Corporation.