Mail Stop 4-7

December 2, 2004

Heather Remillard
President
Sound Revolution Inc.
Suite 507 - 3955 Graveley Street
Burnaby, British Columbia
Canada, V6C 3T4

RE: 	Sound Revolution Inc.
Amendment No. 1 to Form SB-2
Filed November 16, 2004
File No. 333-118398

Dear Ms. Remillard:

      We have reviewed your amended registration statement and
your
response letter filed November 22, 2004, and have the following
comments.  Please amend the registration statement in response to
these comments. If you disagree, we will consider your explanation
as
to why our comment is inapplicable or a revision is unnecessary.
Please be as detailed as necessary in your explanation.  In some
of
our comments, we may ask you to provide us with supplemental
information so we may better understand your disclosure.  After
reviewing this information, we may or may not raise additional
comments.


Form SB-2

General

1. We are still considering your response to prior comment 1.  We
may
have further comment.

2. Please revise the cover of the registration statement to
disclose
your telephone number, rather than the telephone number of the
counsel who provided the legality opinion.

3. Please include an updated copy of your auditors` consent in
your
amended filing.

Prospectus Summary, page 1

4. We note your revision in response to prior comment 11.  We also
note that you revised your Management`s Discussion and Analysis on
page 26 to indicate that you do not expect to generate revenues
until
early 2006.  However, the first paragraph in the Prospectus
Summary
still suggests that you expect to generate revenues in the middle
of
2005.  Please revise as appropriate to clarify these contradictory
statements.

5. We note your revision in response to prior comment 20 and your
supplemental response to prior comment 21.  We reissue prior
comments
20 and 21 in their entirety.  Please revise your Prospectus
Summary
to describe briefly what factors you considered in determining
your
offering price.  See Item 505 of Regulation S-B.  Similarly,
revise
your Determination of Offering Price discussion to clarify what
factors you considered in the "internal assessment" you mention on
page 11 and clarify to what "market" you are referring on page 11.

Management`s Discussion and Analysis or Plan of Operations, page
26

6. We note your revisions in response to prior comment 37.  Please
consider providing greater concrete detail regarding the extent to
which your reported financial information is indicative of future
results, as well as your discussion and analysis of known trends,
demands, commitments, events and uncertainties.  In this regard
consider the guidance in Section III.B.3 of Securities Act Release
No. 33-8350 (December 19, 2003), which is available on our web
site
at <http://www.sec.gov/rules/interp/33-8350.htm>.

Exhibits, page 35

7. Please revise your Exhibits Index as appropriate to indicate
that
you are filing one legality opinion as an exhibit.  As currently
drafted, it is unclear upon which opinion investors may rely.

Interim Condensed Consolidated Financial Statements (Unaudited),
page
F-12

8. We note your disclosure at page 57 that you issued stock for
cash
and as payment for consulting services in July 2004.  Disclose
these
transactions in the notes to the financial statements.  In
addition,
clarify in your disclosure the amount of any issuance costs
associated with these transactions and how you accounted for such
costs.


*   *   *   *   *


      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      You may contact Kenya Wright, Staff Accountant, at (202)
824-
5446, or Carlos Pacho, Senior Assistant Chief Accountant, at (202)
942-1876 if you have questions regarding comments on the financial
statements and related matters.  Please contact Daniel Zimmerman,
Staff Attorney, at (202) 942-1933, David Mittelman, Senior Staff
Attorney, at (202) 942-1921 or me at (202) 942-1990 with any other
questions.


Sincerely,



Larry Spirgel
Assistant Director