Room 4561
								February 14, 2006



Mr. Michael Green
MIAD Systems, Ltd.
43 Riviera Drive, Unit 6
Markam, Ontario
Canada L3R 5J6

Re:	MIAD Systems, Ltd.
	Item 4.01 Form 8-K
      Filed February 13, 2006
      Form 10-KSB for the Fiscal Year Ended September 30, 2005
      Filed December 29, 2005
	File No.  000-30801

Dear Mr. Green:

      We have reviewed the above referenced filings and have the
following comments.  Please note that we have limited our review
to
the matters addressed in the comments below.  We may ask you to
provide us with supplemental information so we may better
understand
your disclosure.  Please be as detailed as necessary in your
explanation.  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 8-K Filed February 13, 2006

1. Please revise to state whether the accountant`s report on the
financial statements for either of the past two years contained an
adverse opinion or a disclaimer of opinion or was qualified or
modified as to uncertainty, audit scope or accounting principles;
and
a description of the nature of each such adverse opinion,
disclaimer
of opinion, modification or qualification.  This would include
disclosure of uncertainty regarding the ability to continue as a
going concern in the accountant`s report.  See Item 304(a)(1)(ii)
of
Regulation S-B.

2. To the extent that you make changes to the Form 8-K to comply
with
our comments, please obtain and file an updated Exhibit 16 letter
from the former accountants stating whether the accountant agrees
with the statements made in your revised Form 8-K.

Form 10-KSB for the Fiscal Year Ended September 30, 2005

3. Please tell us how you have complied with Item 307 and Item 308
of
Regulation S-B.  In this regard we note that you have not provided
the disclosures required by Item 307 of Regulation S-B.  We also
note
that your officers have provided certifications related to your
internal control over financial reporting. Please explain to us
why
you believe that these certifications comply with Exhibit 31
provided
in Item 601 of Regulation S-B and the transition guidance in
Section
III.E of SEC Release 33-8238.

       As appropriate, please respond to these comments within
five
business days or tell us when you will respond.  Please submit all
correspondence and supplemental materials on EDGAR as required by
Rule 101 of Regulation S-T.  Please furnish a cover letter 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.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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 they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      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 our review of your filing or in
response to our comments on your filing.

	You may contact Christine Davis, Staff Accountant, at (202)
551-
3408 or me at (202) 551-3489 if you have questions regarding these
comments.

							Sincerely,



      Brad Skinner
							Accounting Branch Chief
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Mr. Michael Green
MIAD Systems, Ltd.
February 14, 2006
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