AMG OIL LTD. |
#600 - 17th Street, Suite 2800 South |
Denver, Colorado, USA 80202-5428 |
Tel: (303) 226-5886 / Fax: (303) 845-9908 |
October 17, 2008
MAIL STOP 7010
The United States Securities |
and Exchange Commission |
Division of Corporation Finance |
100 F Street, NE |
Washington, DC 20549 |
Attention: Ms. Laura Donaldson, Division of Corporate Finance
Dear Ms. Donaldson:
AMG OIL LTD. (the “Company”) |
Form S-4 Registration Statement filed March 6, 2008, as amended |
SEC File No. 333-149574 | |
Pursuant to Rule 461 under theSecurities Act of 1933, as amended, the Company hereby requests acceleration of the effective date of its Registration Statement on Form S-4 to 4:00 p.m. (EST) on Tuesday, October 21, 2008, or as soon thereafter as is practicable.
The Company is aware of its responsibilities relating to the proposed public offering of its securities as specified in its Registration Statement under the Securities Act of 1933and theSecurities Exchange Act of 1934. The Company further acknowledges that:
- should the Commission or the Staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
- the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
- the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Thank you for your assistance. Please call with any questions.
Yours truly,
AMG OIL LTD.
/s/ Michael Hart
MICHAEL HART, President