Ness Energy (fka NESS)

[Stock]

Not updated (yet)

INVESTOR INFORMATION
Letter to Ness Energy Stockholders
May 26, 2011

Dear Stockholders and Friends,

I wish to first state the following: our commitment and resolve to see Ness Energy fully restored and viable has not lessened. We will continue to move forward and make whatever adjustments necessary to finish the job. We appreciate all those that persist in standing with us. Patience will continue to be an essential element in completing the task.

Ness Energy International, Inc. has received notice from the Securities and Exchange Commission of an Order of Suspension of Trading and an Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934. The SEC communicated there were not specific complaints by any particular party that precipitated the order, but Ness Energy was one of a number of publically traded companies delinquent in their filings and were being pursued in order to suspend trading and revoke registration. Thus, the reason Ness Energy was one of nine companies listed on the orders from the SEC.

We have delayed in posting information to the website concerning the suspension of trading of Ness’ stock until we have sufficient time to gather all the facts along with obtaining counsel from both our SEC attorney and auditing firm. Our legal counsel is in the process of communicating with the Division of Enforcement in an attempt to provide information to the SEC and request additional time to come into compliance with all of the SEC reporting regulations. Our controller has been working diligently for twelve months now bringing all of the accounting records up to date beginning with fiscal year 2006. We are very disappointed in the timing of the Orders as we were preparing to submit all of the final accounting statements to the auditor when notice was received from the SEC. The auditors have performed a preliminary review of the accounting reports submitted to them and their assessment was that they could provide an unqualified audit for all delinquent years. Unfortunately, this may not matter as there are no provisions for extension of additional time to bring the filings current in the Orders. At this time it appears Ness’ registration will be revoked and its stock will not be allowed to trade over the exchange as it was last traded.

All is not lost by any means and there are other options we are exploring at this time that will allow Ness to resume trading publically. The Administrative Law Judge will issue an initial decision no later than 120 days from May 11, 2011. One option being considered, depending on the Judges’ decision, involves applying for a new registration for Ness that is similar to the process required when Kit Carson was taken over and became Ness Energy. Another option that some publically traded companies have chosen voluntarily since the SEC adopted the Sarbanes-Oxley rules is to move to a less restrictive market place. The new reporting rules required by the Sarbanes-Oxley legislation have made the reporting and auditing process much more expensive and therefore can be a large financial burden on smaller public companies. In order to avoid the onerous new rules a considerable number of publically traded companies have elected to transfer to an over-the-counter market most commonly called the “Pink Sheets”. This organization still requires full disclosure similar to the SEC, but without much of the expense required by the use of a specially qualified accounting firm to perform the audit. The over-the-counter market could be a perfect place for Ness to resume trading to hold down the overbearing cost of meeting the SEC auditing requirements until such time it is economically feasible to do so. Ness would continue to report and fully disclose all material events. Once the stock value of the company increases and profits are available then Ness could take the required steps to move to a more recognized exchange. At this point in time the over-the-counter market appears to be the best option.


David M. Boyce
President
Ness Energy International, Inc.


http://nessenergy.com/ness-investor-info.html