SEC Division of Corporation Finance no-action letter: DT Sale Corp.

BuchananIngersoll 1!s... Rooney PC
Attorneys & Government Relations Professionals One Oxford Centre 301 Grant Street, 20th Floor Pittsburgh, PA 15219-1410 Perry S. Patterson T 4125628800

4125628445
F 412 5621041 perry.patterson@bipc.com www.buchananingersoll.com References: Exchange Act Sections 12(g), l3(a) and 15(d) Exchange Act Rules 12g-4112h-3 November 14,2011 VIA ONLINE SUBMISSION (https:llwww.sec.gov/forms/corp_fin_noaction) Office ofthe Chief Counsel Division of Corporation Finance Securities and Exchange Commission 100 F. Street N.B. Washington, DC 20549 Re: DT Sale Corp. (fonnerly known as "DPAC Tec1mologies Corp.") (COlmnission File No. 000 14843) Ladies and Gentlemen:
On behalf ofDT Sale Corp. (formerly known as "DPAC Technologies Corp."), a Calif0111ia corporation (the "Company"), we hereby request that the Staff (the "Staff') ofthe Securities and Exchange Commission (the "Commission") confirm that it concurs with the Company's view that the update and deemed effectiveness of ceItain registration statements on Forms S-3 and S-8, in cOlmection with the incorporation by reference therein ofthe Company's Form 10-K for the year ended December 31,2010, as filed (pursuant to Rule 12b-25) with the Commission on Apri115, 2011, would not preclude the Company from using Rule 12h-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), to suspend immediately its duty to file with the Commission the repOlts required by Sections 13(a) and 15(d) ofthe Exchange Act and the rules and regulations promulgated thereunder. Subject to the Staff's concurrence with the request set forth in this letter, the Company intends to file a Form 15 pursuant to Rules 12g-4(a)(1) and 12h-3(b)(1)(i) to suspend its reporting obligations under Sections l3(a) and 15(d) ofthe Exchange Act prior to the filing deadline for its Form10-Q for the qUalter ended September 30,2011 (due November 14,2011).
I. Bacl{ground:
The Company was formed in 1986. Headqualtered in Hudson, Ohio, the Company (by and through its wholly owned subsidiary QT Sale Corp. (formerly known as "Quatech, Inc.") an Ohio corporation ("QT") was in the business of designing, manufacturing and selling device cOlmectivity and device networking solutions for a broad market until the sale of its business operations on October 12, 2011. The Company's Common Stock, no par value per share (the "Common Stock") was initially registered under
Section 12(b) ofthe Exchange Act in 1986. Such registration (and related listing on the Boston Stock Exchange) was
withdrawn pursuant to an order from the Commission upon application by the Company in July of 1991 (ReI. 34 29441), and the Common Stock was thereafter registered by the Company under Section 12(g) ofthe Exchange Act pursuant to a Form 8-A filed on July 2, 1991. Until August 3,2005, the COlilmon Stock was quoted on the Nasdaq SmallCap Market under the symbol "DPAC" until it was delisted by Nasdaq because of listing qualification deficiencies California .. Delaware .. Florida .. New Jersey .. New York .. Pennsylvania .. Virginia .. WashingLon, DC