Mail Stop 6010

December 30, 2005

Creighton K. Early
Chief Executive Officer
DPAC Technologies Corp.
7321 Lincoln Way
Garden Grove, CA 92841

	Re:	DPAC Technologies Corp.
      Amendment No. 2 to Registration Statement on Form S-4
Filed December 19, 2005
		File No. 333-129532

Dear Mr. Early:

      We have reviewed your filings and have the following
comments.
Where indicated, we think you should revise your document 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
information so we may better understand your disclosure.  After
reviewing this information, we may raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form S-4

Conditions to the completion of the Merger, page 7
1. We note your response to prior comment 9 and the additional
corresponding disclosure on page 19.  If, in fact, you do not plan
to
re-solicit shareholders in the event that you waive a material
condition and proceed with the Merger, please explain why you
believe
shareholders have adequate information to vote on the contemplated
transaction.



Opinion of DPAC`s Financial Advisor, page 45
2. We note your response to prior comments 27 and 32.  It is
unclear
what services Western Reserve Partners provided to QuaTech as its
advisor on this transaction that warranted compensation of
$400,000.
Please explain.

Liquidity and Capital Resources, page 87
3. Please reconcile your response to prior comment 43 with your
disclosure on page 20 and elsewhere in the filing that you expect
your current cash balances to be insufficient to fund your
obligations through February 2006.

Item 22.  Undertakings
4. We reissue prior comment 71.  Please provide the complete
undertaking set forth in Item 512(a) of Regulation S-K.

      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 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 Kevin Kuhar at (202) 551-3662 or Lynn Dicker
at
(202) 551-3616 if you have questions regarding comments on the
financial statements and related matters.  Please contact Adelaja
Heyliger at (202) 551-3636 or me at (202) 551-3800 with any other
questions.


Sincerely,



Perry Hindin
Special Counsel
Office of Electronics and Machinery

cc:  	via facsimile
      Nicholas J. Yocca, Esq.
      The Yocca Law Firm LLP

Creighton K. Early
DPAC Technologies Corp.
December 30, 2005
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