February 21, 2006
Via EDGAR

Securities and Exchange Commission
Division of Corporation Finance

Re:  OSK CAPITAL II CORP.

  Form 8-K
  Filed February 13, 2006
  File No. 000-28793

Ladies and Gentlemen:

OSK CAPITAL II CORP. (the "Company"), hereby files its Form 8-KA and responds to
your comments in your letter dated April 12, 2005.

      1.    Upon review of your Form 10-KSB for the fiscal year ended September
            30, 2004, we noted a going concern audit opinion modification was
            included. Pleas amend your Form 8-K to disclose this opinion
            modification in accordance with Item 304(1)(1)(ii) of Regulation
            S-B.

We have noted this comment and revised the disclosure.

      2.    If necessary, please file an updated letter from Schwartz Levitsky
            Feldman LLP as an Exhibit 16.1 in accordance with Item 304(a)(3) of
            Regulation S-B. This letter should reflect their agreement or
            disagreement with any disclosures in your amended 8-K filing.

We have noted this comment and included an updated Exhibit 16.1.

The Company hereby acknowledges that:

      o     the Company is responsible for the adequacy and accuracy of the
            disclosure in the filings;

      o     staff comments or changes to disclosure in response to staff
            comments do not foreclose the Commission from talking 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.

Yours truly,

/s/ George Metrakos
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George Metrakos
CEO and Chairman