Securities Exchange Act of 1934
Rule 12h-3

February 7, 2008

Response of the Office of Chief Counsel
Division of Corporation Finance

Based on the facts presented, the Division will not object if Planet Technologies stops filing periodic and current reports under the Securities Exchange Act of 1934, including its annual report on Form 10-KSB for the fiscal year ended December 31, 2007. In reaching this position, we note that Planet Technologies has filed a post-effective amendment removing from registration unsold securities under the 2000 S-8. We assume that, consistent with the representations made in your letter, Planet Technologies will file a certification on Form 15 making appropriate claims under Exchange Act Rule 12h-3 on or before the due date of its Form 10-KSB for the fiscal year ended December 31, 2007.

This position is based on the representations made to the Division in your letter and does not impact Rule 12h-3(e). Any different facts or conditions might require the Division to reach a different conclusion. Further, this response expresses the Division's position on enforcement action only and does not express any legal conclusion on the question presented.

Incoming Letter:

The Incoming Letter is in Acrobat format.

http://www.sec.gov/divisions/corpfin/cf-noaction/2008/planettech020708-12h3.htm