DIANE D. DALMY
ATTORNEY AT LAW
8965 W. CORNELL PLACE
LAKEWOOD, COLORADO 80227
303.985.9324 (telephone)
303.988.6954 (facsimile)
email:ddalmy@earthlink.net
January 27, 2012
Division of Corporate Finance
U.S. Securities and Exchange Commission
100 F Street N.E.
Washington, D.C. 20005
Attn:
Morgan Youngwood – Staff Accountant
Stephen Krikorian – Accounting Branch Chief
Via Edgar Correspondence
RE:
Endeavor Power Corp.
Form 10-K for the Fiscal Year Ended December 31, 2010
Filed April 14, 2011
File No.: 000-52534
Dear Mr. Youngwood:
In accordance with the comment letter dated November 10, 2011 (the “SEC Comment Letter”) regarding the annual report on Form 10-K for fiscal year ended December 31, 2010 (the “Annual Report”) for Endeavor Power Corp., a Nevada corporation (the “Company”), please find below our responses to the SEC Comment Letter. Per your request, our responses are keyed to the enumerated questions and comments in the SEC Comment Letter.
Form 10-K for the fiscal year ended December 31, 2010
Report of Independent Registered Public Accounting Firm, pages F-2 and F-3
1.
In accordance with the staff’s request, please be advised that the Annual Report will be amended to include an audit report re-dated April 12, 2011 to correct the date from 2010.
2.
Please be advised that the Company will be requesting a waiver under Section 4820.1 of the Financial Reporting Manual of the Division of Corporation Finance from the requirement for the current auditor to express an opinion on the financial statements for the period from inception (July 6, 2005) to December 31, 2010.
Thank you for your attention in this matter.
Sincerely,
/s/ Diane D. Dalmy
Diane D. Dalmy