November 6, 2006
VIA FAX (202)772-9202
AND EDGAR
Effie Simpson
Staff Accountant
U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549-7010
Re: M Power Entertainment, Inc. (the “Company”)
Form 8-K filed on October 11, 2006
File No. 0-22057
Dear Ms. Simpson:
We are in receipt of your comment letter dated October 16, 2006 regarding the above referenced filing. As requested in your letter, we provide a response to the question raised by staff. For convenience, the matter is listed below, followed by the Company’s response.
Exhibit 16:
Please file the required letter from your former accountant, indicating whether or not they agree with your disclosures in the Form 8-K.
We have filed the required accounting letter with our Amendment No. 1 to Form 8-K.
The Company acknowledges 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. |
Very truly yours,
M POWER ENTERTAINMENT, INC.
By: _/s/ Gary F. Kimmons ___________________
GARY F. KIMMONS
President Chief Executive Officer
