March 17, 2008
Ms. Lynn Dicker
Reviewing Accountant
United States Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Repro-Med Systems, Inc.
Form 10KSB for the fiscal year ended
February 28, 2007
Forms 10-QSB for the quarters ended
May 31, August 31, and
November 30, 2007
File No. 0-12305
Dear Ms. Dicker:
In response to your comments, we offer the following reply:
Form 10-KSB for the year ended February 28, 2007
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General
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1. The Company acknowledges that it s responsible for the adequacy and
accuracy of the disclosures in the filing; that the staff comments or
changes 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.
Note 8-Long Term Debt, page 27
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2. In discussions with the SEC and the Company's Chief Executive officer,
it was concluded that if the Company paid the outstanding convertible
notes prior to the end of its current fiscal year, ending February 29,
2008, that calculations of the embedded derivative would not be
required, eliminating the necessity to restate prior years financial
statements. The Company advises, that it has paid off the convertible
notes. Three notes remain which expire in June 2008, and there is no
stock remaining to be issued under these obligations.
Note 11-Commitments and Contingencies, page 29
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3. The Company has revisited its commitment and contingency issue with
respect to a previous rework order which has been a contingency for
several years. In reviewing this matter, it has concluded that its
contingency exposure based upon current facts and circumstances
approximates $26, 400. The Company will record this contingency in its
current financial statement for the year ending February 29, 2008. It
will also describe the terms of the warranties it offered under this
sale. This is the only sale which required a rework contingency.
Amendment 1 to Forms 10-QSB for the quarters ended May 31, 2007 and August 31,
2007
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Form 10-QSB for the quarter ended November 30, 2007
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Item 7, Controls and Procedures
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The quarterly form indicated above will be revised to include the appropriate
disclosures.
Should you have any further comments or questions, please advise.
Very truly yours,
/s/ Andrew Sealfon
Andrew Sealfon
President