[SONNENSCHEIN NATH & ROSENTAHL LLP LETTERHEAD]




November 15, 2006



Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

     Re:  First America Capital Corporation
          Commission File No. 000-25679
          Comment Letter Dated November 9, 2006 Regarding Item 4.01(a)
          on Form 8-K filed on November 6, 2006

Dear Ladies and Gentlemen:

     We have received a comment  letter dated  November 9, 2006 from Ms. Vanessa
Robertson,  Staff  Accountant,  with regard to our  current  reports on Form 8-K
filed on November 6, 2006 announcing a change in our certifying accountant.

     We are filing with the  Commission  an  amendment  to that report  which we
believe is responsive to the comments raised in Ms. Robertson's letter.

     The  following  is  respectfully  offered in response to the  comments.  To
assist you in evaluating our responses, each response is preceded by the comment
to which it relates.

FORM 8-K FILED NOVEMBER 6, 2006 (RE: CHANGE IN CERTIFYING ACCOUNTANT)

Item 4.01(a)
- ------------

1. Please revise the second paragraph of your filing to state whether during the
registrant's  two most recent  fiscal years and any  subsequent  interim  period
preceding resignation,  there were any disagreements with the former accountant.
You should  specify  the  "subsequent  interim  period" as the  "interim  period
through November 1, 2006."

RESPONSE:  The second  paragraph  of Item 4.01(a) has been edited to reflect the
exact changes requested.

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
accountant  stating  whether the accountant  agrees with the statements  made in
your revised Form 8-K.




Securities and Exchange Commission
November 15, 2006
Page 2



RESPONSE:  An updated  Exhibit 16 letter from our former  accountant,  BKD, LLP,
indicating  they agree with the  statements  made in the  revised  Form 8-K,  is
attached to this filing.

     Additionally,  in response to the request in Ms. Robertson's letter,  First
American Capital Corporation acknowledges that:

               o    It is  responsible  for the  adequacy  and  accuracy  of the
                    disclosure in the filing;

               o    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

               o    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.

Thank you very much.
                                     FIRST AMERICA CAPITAL CORPORATION

                                     By: /s/ Harland Priddle
                                         -----------------------------
                                     Harland Priddle
                                     Title:  Chairman of the Board of Directors