Mega Matrix (MPU) 8-K Changes in Registrant.s Certifying Accountant

   

PricewaterhouseCoopers LLP

3 Embarcadero Center

San Francisco, CA 94111

Telephone (415) 498-5000

Facsimile (415) 498-7100

October 13, 2006

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Commissioners:

We have read the statements made by AeroCentury Corp. (copy attached), which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of AeroCentury Corp. dated October 10, 2006. We agree with the statements concerning our Firm in such Form 8-K.

Very truly yours,

Pricewaterhouse Coopers LLP