G A M E S   I N C.
2704 West Roscoe Street
Chicago, Illinois 60618
773.961.2850   fax 773.961.2299
Deborah K. Fulton:  773.961.2761

April 3, 2006

Via EDGAR
Securities and Exchange Commission
100 F St., NE
Washington, DC 20549-0406
Attention: Mark P. Shuman, Esq., Branch Chief (Mail Stop 4-6)

Re: Acceleration Request of Midway Games Inc.
Registration Statements on Form S-3, File Numbers:
333-130130, 333-130131, 333-130132, 333-130133 and 333-130134

Ladies and Gentlemen:

          Pursuant to Rule 461 under the Securities Act of 1933, as amended, we hereby request that the effective date of five Registration Statements on Form S-3, File Numbers: 333-130130, 333-130131, 333-130132, 333-130133 and 333-130134 of Midway Games Inc. (the “Company”) originally filed with the Securities and Exchange Commission (the “Commission”) on December 5, 2005, as amended, be accelerated so that such Registration Statements shall become effective at 4:00 p.m. EDST on April 5, 2006, or as soon as possible thereafter. There is no underwriter for this proposed offering, which is an offering of common stock by selling stockholders.

          The Company acknowledges that: (a) should the Commission or its staff, acting pursuant to delegated authority, declare the Registration Statements effective, it does not foreclose the Commission from taking any action with respect to the Registration Statements; (b) the action of the Commission or its staff, acting pursuant to delegated authority, in declaring the Registration Statements effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statements; and (c) the Company may not assert the staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. The Company further acknowledges that it has been advised that the Division of Enforcement has access to all information provided by the Company to the staff of the Division of Corporation Finance in connection with the staff’s review of the filings or in response to the staff’s comments on the filings.

          Kindly direct any inquiry or comment with respect to this request to the attention of our attorneys, Blank Rome LLP (Pamela Flaherty: 212/885-5174; pflaherty@blankrome.com or Samuel Silvers 212/885-5172; ssilvers@blankrome.com).

Very Truly Yours, MIDWAY GAMES INC.
By:	/s/ Deborah K. Fulton
	Deborah K. Fulton
	Senior Vice President, Secretary and General Counsel

cc: Maryse Mills-Apenteng, Esq. (by fax: 202-772-9210)
Samuel M. Silvers, Esq. (by fax: 646-366-3734)