Mail Stop 3561

									January 3, 2006


Via US Mail and Facsimile

Mr. Sam L. Henry
Chief Financial Officer
Elamex, S.A. DE C.V.
1800 Northwestern Drive
El Paso, TX   79912

		Re:	Elamex, S.A. DE C.V.
			Form 10-K for the fiscal year ended December 31,
2004
			Form 10-Q for the quarterly period ended March 31,
2005
			File No. 000-27992

Dear Mr. Henry:

		We have reviewed your amendments filed December 9, 2005
and
December 13, 2005 to your Form 10-K in response to our comment
letters and we have the following additional comments.

Form 10-K for the fiscal year ended December 31, 2004, as amended

1. We note you have included Note 1 to the consolidated financial
statements as revised to reflect the differences in amounts
originally reported for Qualcore for 2003 and 2004.   Please file
an
amendment in accordance with Rule 12b-15 of the Exchange Act
including the complete text of each item as amended.  In this
regard,
please include Item 8, Financial Statements and Supplementary
Data,
in its entirety in an amended filing.

2. You disclose in the explanatory note that the previously
reported
financial results of Elamex are not affected by the changes to the
Qualcore amounts.  Please tell us what factors you considered in
determining that it was not probable that the Company would be
liable
for its share of the guarantee under the lease agreement for the
building in Celaya, Mexico.  In this regard, we note that as of
December 31, 2004 Qualcore reported an accumulated deficit for
both
2003 and 2004, reported a net loss for 2002, 2003, and 2004, was
in
default under its bank financing, and was not current in its
rental
payments.


      As appropriate, please amend your filing and respond to this
comment within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please file your response
letter on EDGAR as a correspondence file.  Please understand that
we
may have additional comments after reviewing your amendment and
response to our comment.

      You may contact Donna Di Silvio at (202) 551-3202 or, in her
absence, the undersigned at (202) 551-3841 with any other
questions.

Sincerely,



Michael Moran
Branch Chief

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Mr. Sam L. Henry
Elamex, S.A. DE C.V.
January 3, 2006
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