LETTER 1 filename1.txt Mail Stop 4561 October 27, 2005 VIA USMAIL and FAX (775) 264-8821 Mr. George Morris Chief Executive Officer Electronic Media Central Corporation 413 Avenue G, #1 Redondo Beach, CA 90277 Re: Electronic Media Central Corporation Form 10-KSB for the year ended 3/31/2005 Filed on 6/30/2005 Form 10-QSB for the period ended 6/30/2005 Filed on 8/15/2005 File No. 000-32345 Dear Mr. George Morris: We have reviewed your above referenced filings and have the following comments. We have limited our review to only your financial statements and related disclosures and will make no further review of your documents. As such, all persons who are responsible for the adequacy and accuracy of the disclosures are urged to be certain that they have included all information required pursuant to the Securities Exchange Act of 1934. In our comments, we may ask you to provide us with information so we may better understand your disclosures. Please be as detailed as necessary in your explanation. After reviewing this information, we may or may not 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 disclosures in your filings. We look forward to working with you in these respects. We welcome any questions you may have about our comments or on any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter. FORM 10-KSB FOR THE YEAR ENDED MARCH 31, 2005 Financial Statements and Notes Report of Independent Registered Public Accounting Firm, page 10 1. You present financial statements for the years ended March 31, 2005 and March 31, 2004. However, your audit opinion references only March 31, 2005. Tell us how you considered the guidance in Item 2-02 of Regulation S-X. Note 2 - Summary of Significant Accounting Policies & Realization of Assets Accounts Payable & Accrued Expenses, page 16 2. On page 8, you mention litigation with Banco PanAmericano. Tell us the nature of this litigation and how you considered SFAS 5 in determining whether or not to record a loss contingency related to this litigation. FORM 10-QSB FOR THE PERIOD ENDED JUNE 30, 2005 Statements of Cash Flows, page 6 3. Please explain to us in sufficient details the reasons for the significant decrease in Accounts receivable and Accounts payable & accrued liabilities from the balance as of March 31, 2005 to the balance as of June 30, 2005. Please quantify the factors that caused the decrease. * * * * As appropriate, please respond to these comments within 10 business days or tell us when you will provide us with a response. Please file your responses on EDGAR. Please understand that we may have additional comments after reviewing your responses to our comments. We urge all persons who are responsible for the accuracy and adequacy of the disclosures in the filings reviewed by the staff to be certain that they have provided all information investors require for an informed decision. Since the company and its management are in possession of all facts relating to a company`s disclosures, 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 disclosures in the filings; * staff comments or changes to disclosures in response to staff comments do not foreclose the Commission from taking any action with respect to the filings; 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 filings or in response to our comments on your filings. You may contact Wilson K. Lee, at (202) 551-3468 or me at (202) 551-3414 if you have questions. Sincerely, Jorge Bonilla Senior Staff Accountant ?? ?? ?? ?? George Morris Electronic Media Central Corporation October 27, 2005 Page 1