Form UPLOAD Home System Group

UPLOAD Filing

What is Form UPLOAD?
  • Accession No.: 0000000000-07-007845
  • CIK: 0001172319
  • Submitted: 2007-02-14

LETTER TXT

filename1.txt

                                      	January 3, 2007

Mail Stop 4561

Li Wei Qiu
Chairman
Home System Group
Industrial Park Shagang Road
Gang Kou town
Zhongshan, China

Re:	Home System Group
      Preliminary Information Statement on Schedule 14C
      Filed on December 22, 2006

Dear Mr. Qiu:

      We have limited our review of your filing to the issues
addressed in our comments.  Where indicated, we think you should
revise your documents in response to these comments.  If you
disagree, we will consider your explanation of why our comment is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may raise
additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

General

1. In connection with our review of this registration statement,
we
also performed a limited review of your Form 10-KSB/A filed on May
22, 2006.  You state in Item 8A. Controls and Procedures, that
your
management has evaluated the effectiveness of your disclosure
controls and procedures as of a date within ninety days prior to
the
filing date of the Form 10-KSB.  Please note that you must
disclose
the conclusions of your principal executive and principal
financial
officers regarding the effectiveness of disclosure controls and
procedures as of the end of the period covered by the Form 10-KSB.
Refer to Item 307 of Regulation S-B.  Please file an amended Form
10-
KSB to revise your disclosure as necessary and include updated
certifications.

       As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from each registrant acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      If you have any questions, please call Michael McTiernan at
(202) 551-3852 or me at (202) 551-3780.


      Sincerely,



Karen J. Garnett
Assistant Director

cc:	Jeff Stein (via facsimile)
Li Wei Qiu
Home System Group
January 3, 2007
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