September 23, 2008

VIA EDGAR FILING

To:           United States Securities and Exchange Commission

Attn: Megan Akst

One Station Place

Washington, D.C. 20549

Re:           Company Name: CoConnect, Inc. (the “Company”)

Dear Ms. Akst:

Please accept the below narrative which has been prepared by the Company in response to your communication dated September 23, 2008 regarding the review of the Company’s Form 10-KSB/A filed with the Securities and Exchange Commission on September 17, 2008. The Company’s response has been prepared based on a review of materials in the possession of the Company at this time. The Company reserves the right to amend its response to include additional information should such additional information become available to the Company and provide a more complete answer to an element of the subject inquiry.

In connection with responding to your comments, the Company acknowledges that the Company is responsible for the adequacy and accuracy of the disclosure in the filing, staff comment 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.

Comment number one response: The Company has amended its Form 10-KSB for the period ending December 31, 2007 to disclose, in clear and unqualified language, the ineffectiveness of the internal controls over financial reporting.

Comment number two response: The Company has amended its Form 10-KSB for the period ending December 31, 2007 to remove any reference to “significance” in response to the absence of material changes and the language “other than the matters discussed above” in reference to the changes made referenced in comment number one herein.

I hope that the information provided and attached hereto adequately responds to your request.  Should you wish to discuss any of the enclosed materials or responses to your questions, please feel free to contact me at 760-804-8844. My extension is 205

Very truly yours,

CoConnect, Inc.

/s/ Mark L. Baum

_________________________________

By: Mark L. Baum

Its: Chief Executive Officer