October 29, 2007
VIA EDGAR - CORRESPONDENCE
Ms. Carmen Mancada Terry
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE, Mail Stop 4561
Washington, DC 20549
Re: Matrixx Resource Holdings, Inc.
Preliminary Information Statement on Schedule 14C
Dear Ms. Terry:
This letter is in response to the Staff’s oral comments to Matrixx Resource Holdings, Inc.’s (the “Registrant”) Pre-14C Information Statement filed on October 9, 2007, which you provided to the Registrant on October 26, 2007.
The Registrant is hereby providing to the Commission that only 4 persons signed the written consent provided in the Pre-14C Information Statement Filed on October 9, 2007.
Please direct any questions concerning the above responses to the undersigned telephone: (310) 456-1778; fax: (310) 456-3199.
Very truly yours,
By: /s/ Catherine Thompson
_________________________________
Catherine Thompson
Interim President and Chief Financial Officer
Matrixx Resource Holdings, Inc.
