Mail Stop 4-7


      June 17, 2005


Via U.S. Mail and Fax
Michael Siemens
Executive Vice President and COO
A4S Security, Inc.
489 N. Denver Avenue
Loveland, CO 80537


	Re:	A4S Security, Inc.
		Amendment No. 1 to the Form SB-2
		Filed June 3, 2005
		File No. 333-124238


Dear Mr. Siemens:

      We have reviewed your filing and your June 3, 2005 response
letter and have the following comments.  Where indicated, we think
you should revise your Form SB-2 in response to these comments.
If
you disagree with any of our comments, 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
information so we may better understand your disclosure.  After
reviewing this information, we may or may not raise additional
comments.  Please note that all page number references are to the
First Amendment to the Form SB-2.

      We welcome any questions you may have about our comments or
on
any other aspect of our review.  Feel free to call us at the
telephone numbers listed at the end of this letter.


First Amendment to the Form SB-2
 General

1. We note that you have included the resale registration of
194,471
shares underlying bridge warrants.  However, because this
transaction
is unrelated to your initial public offering, the resale offering
should be registered in a separate registration statement.  Please
revise accordingly.

Draft Exhibit 5.1

2. Please revise the draft legal opinion to include counsel`s
opinion
that the options and warrants are binding obligations of the
company
under the applicable state law.  In addition, tell us in your
response letter the significance of the assumption that "as to
certain matters we have relied upon certificates and advice from
various state authorities and public officials, and we have
assumed
the accuracy of the material and the factual matters contained
herein."  Explain why it is appropriate for counsel not to
independently verify this information.

Executive Compensation, page 41

Compensation of Directors, page 43

3. Please disclose the amount of options granted to each director
under the "Compensation of Directors" heading, instead of
referring
to the disclosure of the option grants in other sections of your
prospectus.

*	*	*	*

      Please amend your Form SB-2 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 additional 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.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures that
they have made.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

	We will consider a written request for acceleration of the
effective date of the registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they may relate to the proposed public
offering of the securities specified in the above registration
statement.  We will act on the request and, pursuant to delegated
authority, grant acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact David Walz, Staff Accountant, at (202) 551-
3358
or Terry French, Accountant Branch Chief, at (202) 551-3828 if you
have questions regarding comments on the financial statements and
related matters.  Please contact Derek Swanson, Staff Attorney, at
(202) 551-3366 or me at (202) 551-3810 with any other questions.


								Sincerely,


								Larry Spirgel
								Assistant Director






cc:	Robert M. Bearman, Esq.
	Marci M. Fulton, Esq.
	Patton Boggs LLP
	Via Facsimile: (303) 894-9239






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Mr. Michael Siemens
A4S Security, Inc.
June 17, 2005
Page 1