0001193125-15-231870.txt : 20150724 0001193125-15-231870.hdr.sgml : 20150724 20150623152105 ACCESSION NUMBER: 0001193125-15-231870 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20150623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL GARDEN & PET CO CENTRAL INDEX KEY: 0000887733 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 680275553 STATE OF INCORPORATION: DE FISCAL YEAR END: 0929 FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 600 CITY: WALNUT CREEK STATE: CA ZIP: 94597 BUSINESS PHONE: 9259484000 MAIL ADDRESS: STREET 1: 1340 TREAT BOULEVARD STREET 2: SUITE 600 CITY: WALNUT CREEK STATE: CA ZIP: 94597 FORMER COMPANY: FORMER CONFORMED NAME: CENTRAL GARDEN & PET COMPANY DATE OF NAME CHANGE: 19941019 CORRESP 1 filename1.htm CORRESP

[Letterhead of Central Garden & Pet Company]

June 23, 2015

VIA EDGAR

Mara L. Ransom, Assistant Director

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

 

  Re: Central Garden & Pet Company

Registration Statement on Form S-3

(File No. 333-204881)

Dear Ms. Ransom:

Central Garden & Pet Company, both on its own behalf and on behalf of its subsidiaries listed as Registrant Guarantors in the above-referenced registration statement (together, the “Company”), hereby requests that the above-referenced registration statement on Form S-3, as amended by Amendment No. 1 filed on June 23, 2015 (the “Registration Statement”), be made effective at 12:00 p.m., Washington D.C. time, on June 25, 2015, or as soon thereafter as practicable.

The Company hereby acknowledges that:

 

  •   Should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;

 

  •   The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the accuracy and adequacy of the disclosure in the Registration Statement; and

 

  •   The Company may not assert Staff comments and the declaration of the effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Securities and Exchange Commission

June 23, 2015

Page 2

 

In addition, the Company hereby confirms that it is aware of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of the securities specified in the Registration Statement.

Very truly yours,

/s/ Lori A. Varlas

Lori A. Varlas

Senior Vice President and Chief Financial Officer

 

cc: Brett Cooper (Orrick, Herrington & Sutcliffe LLP)