0001078782-14-001654.txt : 20141017 0001078782-14-001654.hdr.sgml : 20141017 20140905180204 ACCESSION NUMBER: 0001078782-14-001654 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140905 FILER: COMPANY DATA: COMPANY CONFORMED NAME: C WOLTERS CONSULTANTS INC CENTRAL INDEX KEY: 0001555527 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS BUSINESS SERVICES [7380] IRS NUMBER: 454418979 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 2980 S RAINBOW BLVD H-22 CITY: LAS VEGAS STATE: NV ZIP: 89146 BUSINESS PHONE: 702-595-6955 MAIL ADDRESS: STREET 1: 2980 S RAINBOW BLVD H-22 CITY: LAS VEGAS STATE: NV ZIP: 89146 CORRESP 1 filename1.htm Converted by EDGARwiz



September 5, 2014


Larry Spirgel

Assistant Director

Celeste M. Murphy

Legal Branch Chief

Emily Drazan

Staff Attorney

United States

Securities and Exchange Commission

Washington, D.C. 20549


Re:

C. Wolters Consultants, Inc.

Amendment No. 1 to Registration Statement on Form S-1

Filed August 1, 2014

File No. 333-183615



The following are the Company’s responses to your comment letter of August 8, 2014:


General


1. Please note you filed this pre-effective amendment to your Form S-1 under the file number of a registration statement that was previously withdrawn.


Registration number corrected.


Executive Compensation, page 29


2. We note your revised disclosure on page II-1 regarding Recent Sales of Unregistered Securities and that Mr. Wolters received 1,500,000 shares for professional services on April 5, 2012. Please explain why this award was not included in your executive compensation table for fiscal year 2013.


Included in the executive compensation table.


Legal Matters, page 33


3. We note your response to comment 8 and that you have included Mr. Gewerter’s name in the body of the filing. However, there is still reference to Ms. Abby Ertz in your filing. Please advise or revise.


Reference to Ms. Ertz removed.


Statement of Changes in Stockholders’ Deficit, page F-6


4. In your response to our Comment 10, you revised the amount of common stock outstanding as of March 31, 2014. However, the total shares of common stock outstanding as of March 31, 2014 still do not agree with the balance sheet. Please revise to correct the difference accordingly.


Revised to correct the difference.



Very truly yours,



/s/ Carl E. Wolters

Carl E. Wolters / President

C. Wolters Consultants, Inc.