Mail Stop 3720


									April 5, 2006
Via U.S. Mail and Fax (714-385-8199)
Mr. Richard Izumi
Chief Financial Officer
PPOL Inc.
1 City Boulevard West, Suite 820
Orange, CA 92868

	Re:	PPOL Inc.
      Form 10-K for Fiscal Year Ended March 31, 2005
		Filed September 1, 2005

		Form 10-Q for Quarter Ended December 31, 2005
		Filed March 23, 2006

		File No. 0-50065

Dear Mr. Izumi:

      We have reviewed your supplemental response letter dated
March
23, 2006 as well as the above referenced filings and have the
following comments.  As noted in our comment letter dated February
8,
2006, we have limited our review to your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.

Form 10-K for the Fiscal Year ended March 31, 2005

Note 1. Organization and Summary of Significant Accounting
Policies

Restricted Cash and Advances Received - Cube, page F-8

1. Please refer to prior comment 4.   Tell us in more detail your
legal obligation to the distributors for the cash advance that
they
directly submit to Kamome Benefit Club.  Also, tell us why it is
appropriate to recognize the cash advance received by Kamome
Benefit
Club on your balance sheet and classify it as restricted cash.

2. Please tell us the terms of your contractual arrangement with
Kamome Benefit Club.

3. We understand that you receive commissions from the vendors for
the products and services sold to your distributors through the
Kamome Benefit Club.  Please provide the revenue recognition
policy
for this arrangement in future filings.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Year Ended March 31, 2005 Compared to Year Ended March 31, 2004

Cost of Sales, page 24

4. Please refer to prior comment 2.   Tell us in more detail the
nature and terms of the insurance products you sell to your new
members including your arrangements with independent third party
vendors.  Tell us the amount of the 2005, 2004 and 2003 revenues
from
these products.  Also, please address the following:

* Tell us the revenue recognition policy for the insurance
products
and if applicable, your consideration of EITF 99-19.  We note that
the insurance premiums are paid to independent third party vendors
and you also receive commissions.

* Tell us why it is appropriate to accrue 1/12th of the refund.
Since you have no prior experience on the claim rates, tell us why
the total amount subject to the refund is not accrued at the time
of
the sale.  Also, confirm to us that the total amount subject to
the
refund does not exceed your commission related to the insurance
product sold.  If not, tell us how you account for the refund in
excess of the commission.

Form 10-Q for the period ended December 31, 2005

Note 2. Related Party Transactions, page 10

5. We note that the seller owns 51.32% of you through its majority
ownership interest in Foster Strategic Management Partnership.
Please tell us your consideration of paragraph 11 of FAS 141 in
concluding that it is appropriate to account for this acquisition
under the purchase method.

6. Please identify the independent valuation firm or delete this
reference.  If you decide to delete your reference to the
independent
valuation, you should revise to provide disclosures that explain
the
method and assumptions used by management to determine the
valuation.
Revise to comply with this comment in future filings.


*    *    *    *


      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response. Please furnish a
letter
that keys your responses to our comments and provides any
requested
information.  Detail letters greatly facilitate our review.
Please
file your response letter via EDGAR.  You may contact Bob Carroll,
Staff Accountant, at (202) 551-3362 or Dean Suehiro, Senior Staff
Accountant, at (202) 551-3384 if you have questions regarding
comments on the financial statements and related matters.  Please
contact me at (202) 551-3810 if you have any other questions.


							Sincerely,

						 	/s/ Kyle Moffatt for

							Larry Spirgel
							Assistant Director


Mr. Richard Izumi
PPOL Inc.
Page 3



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

         DIVISION OF
CORPORATION FINANCE