UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

         DIVISION OF
CORPORATION FINANCE
Mail Stop 7010
      May 9, 2006


Mr. David Michery
President
GL Energy and Exploration, Inc.
8721 Sunset Blvd., Penthouse 7
Hollywood, California, 90069

      Re:	GL Energy and Exploration, Inc.
		Information Statement on Schedule 14C
      Filed April 21, 2006
		File No. 000-31032

Dear Mr. Michery:

      We have reviewed your filing 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.

General

1.	We call your attention to Rule 10b-17, which you should
consult
in connection with the process of implementing the reverse stock
split.
Information Concerning the Action by Written Consent
Shareholders Entitled to Vote, page 1
2.	We note that you state that that as of April 24, 2006 there
were
64,882,042 shares of common stock outstanding and 23,980 shares of
Series A Preferred Stock outstanding, and that the holders of each
class are entitled to one vote per share. You also state that
there
are 664,382,042 votes outstanding voting together as a single
class.
Please advise.

Consents Required, page 1
3.	You state that the reincorporation requires the consent of
the
holders of a majority of the common and the Series A Preferred
Stock
voting as a single class. This information statement appears to
involve an amendment to the charter of the company to change its
name
and complete a reverse stock split.  Please revise or advise.  In
addition, in the previous section, you indicated that the matters
described in the information statement required the approval of
the
holders of the common and preferred stock voting together as a
single
class, and also the holders of the preferred stock voting
separately.
Please revise or advise.

4.	You indicate that on May 5, 2006 you received written
consents
from holders "of the voting rights with respect to at least
22,500,000 shares of common stock" and "...holders of the
599,500,000
voting rights with respect to 23,980 shares of our series A
preferred
stock...."  Please identify the shareholders who have provided
their
consent and the number of shares held by them.

Common Stock Ownership of Certain Beneficial Owners and
Management,
page 2

5.	Please explain why Marcus Sanders is listed on the table when
he
does not appear to own any stock.

6.	We note that footnote 3 to the table refers to a 1-for-35
reverse split. Please update this disclosure.
Proposal 1
Reasons for the Reverse Stock Split, page 3

7.	You state that after giving effect to the acquisition,
without
the reverse stock split, the total number of shares outstanding,
including shares issuable upon conversion of the Series A
Preferred
Stock, would be 665,882,042.  Please state the amount of common
stock
that is outstanding prior to conversion of the Series A Preferred
Stock.


8.	You state that one reason for the reverse stock split is that
since the company is authorized to issue 100,000,000 shares of
common
stock, in order to satisfy the conversion terms of the preferred
stock you would need to increase your authorized common stock or
effectuate the reverse split.  Given that you have indicated that
the
preferred stock will automatically convert into common stock
before
the reverse split, please state how the company will have enough
shares of
authorized common stock to effectuate the conversion.  Please also
discuss the events that trigger the convertibility of the
preferred
stock.
Effects of Reverse Stock Split, page 4
9.	Disclose in a table or other similar format the number of
shares
of your common stock that will be: (a) issued and outstanding; (b)
authorized and reserved for issuance; and (c) authorized but
unreserved as a result of the adoption of the reverse stock split.
We note that you have included textual disclosure regarding some
of
this information.  You should also discuss the dilutive effects of
the reverse stock split on your current shareholders.

10	As you note, the reverse stock split will result in an
increased
number of authorized but unissued shares of your common stock.
Please disclose whether you have any current plans, proposals or
arrangements, written or otherwise, to issue the additional shares
at
this time.  If so, please disclose, and if not, please state that
you
have no such plans, proposals or arrangements, written or
otherwise,
at this time.  In this regard, confirm, if true, that the
additional
shares are not necessary to accomplish the merger with American
Southwest Music.

11.	Please state whether there are other provisions of your
articles, bylaws, employment agreements or credit agreements have
material anti-takeover consequences.  If not, please so state.
Stock Certificates and Fractional Shares, page 4

12.	Please provide the name and address of the transfer agent.

Closing Comments

      As appropriate, please amend your information 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.




	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.

	Please contact Donna Levy at 202-551-3292 or me at 202-551-
3685
with any questions.


      Sincerely,


      							Tangela Richter
      							Branch Chief


cc:  	G. Carney, Esq.
      D. Levy
Mr. David Michery
GL Energy & Exploration, Inc.
Page 4