MAIL STOP 3561

      September 20, 2005

Mr. Bob Marbut, Chairman
Argyle Security Acquisition Corporation
200 Concord Plaza, Suite 700
San Antonio, Texas  78219

Re:	Argyle Security Acquisition Corporation
		Amendment No. 1 to Registration Statement on Form S-1
      Filed August 19, 2005
		File No. 333-126569

Dear Mr. Marbut:

      We have reviewed your filing and have the following
comments.
Please note that this letter supersedes our prior comment letter
dated September 19, 2005 and reflects revisions made under the
heading "Financial Statements."  Where indicated, we think you
should
revise your document in response to these comments.

General
1. We are unable to locate the voting agreement whereby the
existing
shareholders have agreed to vote all shares owned by them both
before
and after this offering in accordance with the majority.  Please
file
it as an exhibit.
2. We note that certain of your officers and directors have agreed
to
purchase warrants in the aftermarket if "certain conditions" are
satisfied.  Please explain what these conditions are.
3. In prior comment 36 to our letter dated August 11, 2005, we
noted
the issuance of options to your officers and directors and asked
that
you provide the disclosure required by Item 402 of Regulation S-K
regarding executive compensation.  We are unable to locate this
information or the tabular format required by the Item.  Please
also
file the option agreement as an exhibit.
4. Please address the applicability or inapplicability of
Regulation
M in the context of the warrant repurchase agreements contained
within your registration statement.

Prospectus Cover Page
5. The cross-reference to the risk factors should be highlighted.
See Item 501(a)(5) of Regulation S-K.

Prospectus Summary
6. Please correct the reference to the American Stock Exchange
under
Proposed Symbols on page 3.
7. In light of the increase in common stock outstanding, please
revise the common stock outstanding after the offering.

Risk Factors, page 7
8. We note the disclosure on page 29 that you may consummate a
business combination with an entity affiliated with the existing
stockholders, which would appear to include officers and
directors.
Please add a risk factor.  Also, on page 29, discuss whether there
have been any discussions, plans or arrangements, formal or
informal,
to acquire a business affiliated with an existing shareholder.  We
may have further comment.

Capitalization, page 25
9. Please revise your table to include the notes payable,
stockholders (i.e. $125,000).

Principal Stockholders, page 39
10. Please discuss the "certain conditions" where the named
entities
will collectively purchase up to 1.2 million warrants in the
public
marketplace at a price not to exceed $1.20 per warrant.
Financial Statements

Note 5 - Commitments and contingencies, F-9
11. We noted your response to comment 32 and your revised
disclosure
indicating that there were no stock options outstanding at July
11,
2005.  This disclosure however, is not consistent with the
disclosure
made on page II-3 (Item 15. Recent Sales of Unregistered
Securities),
which states the options were issued on July 6, 2005.  Please
advise
and revise to clarify this inconsistency.


Closing Statements

      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.

      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 Blaise Rhodes at (202) 551-3774 if you have
questions regarding comments on the financial statements and
related
matters.  Please contact William Bennett at (202) 551-3389 with
any
other questions.


      Sincerely,



      John Reynolds
      Assistant Director


cc:	Mitchell S. Nussbaum, Esq.
	Fax: (212) 407-4990


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Mr. Bob Marbut, Chairman
Argyle Security Acquisition Corporation
September 20, 2005
P. 1