CORRESP 1 filename1.htm biolife_corresp.htm

 

 

Eugene Trowbridge, CCIM

Partner

 ___________

 

Jillian Sidoti, CCIM

Partner

 ___________

 

Nancee Tegeder

Associate Attorney

 

Jonathan Nieh

Associate Attorney

___________

 

 

___________

 

Mailing Address:

 

38977 Sky Canyon Drive

Suite 101

Murrieta CA, 92563

 

Email:

company@crowdfundinglawyers.net

 

Office:

(323) 799-1342

 

Website:

www.CrowdfundingLawyers.net

 

 

August 12, 2019

 

Via EDGAR

 

Re:  BioLife4D Corp

       Post Qualification Amendment

       on Form 1-A

       Filed July 26, 2019

       File No. 024-10779

 

Dear Mr. Reagan,

 

Please see the response to your comment below.

 

Commission Comment

 

Post Qualification Amendment on Form 1-A

General

 

1. Please reconcile your disclosure in Part I of Form 1-A regarding the number of securities offered and the price per security with the disclosure in Part II. Also, please reconcile the disclosure in Part II regarding the number of securities offered and the price with the limits on the size of a Tier 2 offering set forth in Securities Act Rule 251(a)(2), as the aggregate securities offered at the proposed price appears to exceed the limits set out in that rule.

 

Company Response:

 

We have updated both Part I and Part II to reflect the proper number and as to not violate the limits on the size of a Tier 2 offering as set forth in Securities Act Rule 251(a)(2).

 

Thank you for your time and attention.

 

Sincerely,

 

/s/ Jillian Ivey Sidoti, Esq.

Securities Counsel

 

Cc: Client