Mail Stop 03-05

								June 2, 2005


Mr. Gary Wolfe
Seward & Kissel LLP
One Battery Park Plaza
New York, New York 10004

Re:	Quintana Maritime Limited
	Registration Statement on Form S-1
	File No. 333-124576, filed on 5/3/05

Dear Mr. Wolfe:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document in
response
to these comments.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a revision is
unnecessary.
Please be as detailed as necessary in your explanation.  In some
of
our comments, we may ask you to provide us with supplemental
information so we may better understand your disclosure.  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 disclosure in your filing.
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.

Front Cover

1. Please provide on a supplemental basis the cover art and any
graphics you intend to use in this prospectus prior to printing
the
red herrings.  You should use clear graphics, which contain
concise
language.  Artwork that does not convey the business purpose and
language that strays beyond a limited scope will not be
appropriate
inside the front cover.  Please refer to Section VIII of the
Division
of Corporation Finance March 31, 2001 Current Issues and
Rulemaking
Projects Quarterly Update available at www.sec.gov.


2. Please delete the reference to "Joint Book-Running Manager" on
the
cover page.
Back Cover
3. Please move the dealer prospectus delivery obligation from page
i
to the back cover page.  See Item 502(b) of Regulation S-K.

Prospectus Summary, page 1

4. Please indicate in one of the opening paragraphs that you had
no
revenue and your net losses for the period from inception to March
31,
2005.

Our Fleet, page 2

5. Please include a column in your table to indicate which ships
are
not yet acquired, rather than only by footnote.

6. Please refer to the columns for "Charter" and "Charter
Expiration
Date."   Please consider revising these columns to make it easy to
determine which ship the charter or charter date refers to.

7. We note footnote (5).  Please supplementally tell us the
significance of this designation. Is it unusual that the
charterer`s
obligations are guaranteed by a third-party?

Our Competitive Strength, page 3

8. Given that your company has a very limited number of employees,
please revise your disclosure to discuss the burden of providing
your
own technical management.  In addition, if you believe that you
gain a
competitive advantage by not outsourcing technical management of
vessels, please explain whether (and if so, why) you intend to
begin
outsourcing in 2006.

9. Please revise to distinguish here, and in other places in the
summary, when you are talking about your current operations, and
when
you are discussing operations taking into account your future
acquisitions of ships.  You may talk about what you plan to do but
you
should present that discussion in the context of your current
situation, together with a timeline which sets forth the obstacles
and
benchmarks (financial and otherwise) that you must achieve along
the
way.  Similarly revise the discussion under Business, page 58.


Our Business Strategy, page 3
10. The summary should a balanced view of the company`s business
strategy.  Currently, your summary lists your competitive
strengths
without discussing potential problems associated with your
strategy
that could affect your future success.  Because you are in the
early
stages of your development, it appears appropriate that you also
discuss here the most significant risks associated with the
offering.

Summary Consolidated Financial Data, page 7
Selected Consolidated Financial Data, page 28
11. Please revise your disclosures to include the company`s basic
and
diluted earnings per share.  Refer to the guidance outlined in
Instruction 2 to Item 301 of Regulation S-K.

Because we are a new company... a more seasoned company, page 8

12. Please clarify that your entire three vessel fleet commenced
operations in April and that you intend to add new ships to your
fleet
in the future.  Revise the registration statement throughout, as
necessary.

We have not yet adopted... will declare dividends, page 8

13. You state throughout the registration statement that you have
not
adopted a dividend policy. However, this offering, which
contemplates
the payment of one-time dividends to your sole stockholder, would
appear to reflect a dividend policy decision.  Please clarify, if
true, that you have not set a dividend policy, other than your
decision to pay dividends in connection with this offering.
Revise
the registration statement throughout, as necessary.

Restrictive covenants in our term loan facility... restrictions on
us,
page 10

14. If there are risks that you may be unable to meet or maintain
financial covenants or ratios, please disclose the ratios and
covenants in the Risk Factors section and show how you currently
satisfy the ratios or covenants, so that investors can assess
these
risks as well.

Unless we set aside reserves... cash flows and income, page 11

15. Please indicate whether you intend to set aside reserves.  If
so,
please indicate whether the amounts set aside are material to your
operations.


The international drybulk shipping sector is cyclical... results
of
operations, page 15

16. Revise the title of this risk factor to clarify that hire
rates
for ships like yours are at historical highs currently.  The risk
is
not that there are significant changes, but that we may be at the
peak
of the cycle.

The market value of our vessels.. adversely affect our operating
results, page 16
17. Please revise to address the risk that you may not be able to
draw
down the full amount of your new credit facility if the market
value
of your fleet declines in its own risk factor, with its own
appropriately captioned subheading.  Please more fully explain how
your credit facility is linked to vessel value (for instance, is
your
credit line limited to some percentage of your vessels` market
value).
18. Similarly, it appears the risk that declining vessels could
cause
you to breach some of the covenants that might be contained in the
agreements relating to you indebtedness should be its own risk
factor.
To the extent that there are certain covenants which you must
maintain, and you may be unable to meet these covenants, please
disclose the covenants and how you currently satisfy these
covenants,
so that investors can assess the risks associated with continued
compliance.

If we do not implement...timely and reliable manner, page 20

19. Please expand this discussion to address how the company will
be
adversely affected if you are "unable to provide the financial
information that a publicly traded company is required to provide
in a
timely and reliable fashion."

Use of Proceeds, page 23

20. Please revise the Use of Proceeds table when you file the red
herring using the middle of the range.

21. Please disclose approximately how much of the proceeds will be
used to fund the purchase price of any remaining vessels.

22. We note the disclosure on page 35, footnote 1, regarding your
plans to pay for the balance of the vessels through a combination
of
financings and use of proceeds.  It appears to us that should be
clarified here.  Refer to Instruction 3 to Item 504 of Regulation
S-K.

Capitalization, page 25
23. We note from the disclosures provided on page 25 under
"Capitalization" that your sole shareholder will make a
contribution
of capital prior to the offering. We also note that you plan to
use a
portion of the offering proceeds to pay a dividend to your sole
shareholder immediately prior to the offering. Please revise to
include a pro forma balance sheet alongside the company`s
historical
balance sheet giving effect to these changes in capitalization
that
are expected to occur in connection with your planned offering.
This
pro forma balance sheet should give effect to the capital
contribution
and the subsequent dividend payment but not to the related
offering
proceeds that will be required to fund the dividend. Additionally,
your statement of operations should be revised to disclose pro
forma
earnings per share giving effect to the number of shares to be
issued
in the offering whose proceeds would be required to fund the
dividend.
Refer to the guidance outlined in SAB Topic 1:B:3.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations, page 29
24. We note that the MD&A section of your document does not
discuss
the company`s results of operations.  Please revise your
disclosures
to discuss the nature and amounts of general and administrative
expense that your company has incurred since it commenced
operations.

Liquidity and Capital Resources, page 32
25. You state that you intend to enter into a revolving credit
facility on or about the closing date of this offering for
purposes of
funding your future acquisitions of vessels.  You also state that
you
have not yet entered into a commitment letter from a prospective
lender, and you are unable to assure that you will be able to
obtain a
revolving credit facility, or do so on favorable terms.  As the
"Business" and "Risks Factors" sections of your document indicate
that
your growth strategy involves increasing your presence in the bulk
carrier market through the strategic acquisition of vessels,
please
tell us and expand the disclosures in the liquidity section of
your
document to discuss (1) the amount of committed capital you are
seeking through a revolving credit facility (2) the potential
effects
that the inability to successfully obtain a revolving credit
facility
would have on your business, (3) whether your company is relying
upon
this revolving credit facility to supplement its term loan
facility in
the acquisition of your remaining vessels that are currently on
order,
(4)  how much additional financing is required for the acquisition
of
your vessels that are already on order, if you are relying upon
this
facility, and (5) your company`s alternative plan for obtaining
the
financing required for future vessel acquisitions.
26. We note per the discussion on page 15 in the risk factors
section
of your document that your company is merely a holding company and
that your subsidiaries will conduct all of your operations and own
all
of your significant assets.  As you state further that the ability
of
your company`s subsidiaries to make distributions to your company
could be affected by a claim of a third party or Marshall Islands
law,
please tell us and disclose the nature and terms of any
restrictions
under Marshall Islands law which would affect the ability of your
consolidated subsidiaries to transfer funds to the company by
dividend
or loan.  If any such restrictions exist, also expand your
disclosures
in MD&A and the notes to your financial statements to state how
they
will affect your company`s ability to meet its financial
obligations,
and how your company plans to address such circumstances.  Refer
to
the requirements of Rule 4-08(e)(3) of Regulation S-X.

Business, page 58

27. Please revise the prospectus to discuss your plan of
operations,
including a discussion of your financial needs for the remainder
of
the fiscal year.  Refer to Item 101 of Regulation S-K.

Our Fleet, page 62
28. We note from the review of your table, which presents the
company`s fleet as of April 30, 2005, that all of your vessels
have
been acquired from the second-hand market.  As such, it would
appear
that these vessels were involved in revenue generating activities
at
the time they were acquired.  In this regard, please explain how
you
have considered the provisions of Rule 11-01(d) of Regulations S-X
and
the factors outlined in EITF 98-3 in determining whether the
vessels
which you have purchased, or have commitments to purchase,
constitute
a business for which audited financial statements and pro forma
financial information should be provided pursuant to Rules 3-05
and
11-01 or Regulation S-X. As part of your response, please address
whether you acquired the rights to any previously contracted time
charters, in connection with the purchase of any of your vessels;
and
if so, explain why you do not believe the acquired vessels and
contracts constitute a business.
29. Assuming a satisfactory response to the above comment, please
expand your disclosure in MD&A to indicate why the vessels do not
constitute a business for which audited financial statements and
pro
forma financial information would be required.

30. Please revise to clarify in the introductory paragraph to the
chart that some of the ships are yet to be delivered.  Also,
please
include a column to indicate that some of the ships are not yet
delivered, rather than just providing this discussion in a
footnote.

31. Please revise your table to indicate whether King Coal has a
sister ship.


Management, page 72

32. Please provide 5-year employment histories for Corbin
Robertson,
Jr., Corbin Roberston III, Joseph Edwards, and Hans Mende.  Also,
please affirmatively state, if true, that each director and
executive
officer has held his position since the company`s formation in
January
2005.

Compensation, page 73

33. Please include the tabular disclosure required under Item 402
of
Reg. S-K or supplementally tell us why you do not believe this
disclosure is necessary.

Equity Incentive Plan, page 73
34. We note that your company intends to adopt an equity incentive
plan, under which options to acquire the company`s common stock
may be
granted to officers, employees and directors of the company.  If
the
company plans to grant options prior to or in connection with its
planned public offering, please tell us and revise the MD&A
section to
your document to discuss the number of options to be granted, the
expected terms of those options, and the amount of expense that
the
company expects to recognize in connection with the option grants.
Your response and your revised disclosure should also explain how
any
expense to be recognized will be determined

Principal Shareholders, page 74

35. In your next amendment, please provide a completed table of
beneficial ownership for shares beneficially owned prior to the
offering or advise.

Related Party Transactions, page 76

36. Please disclose what protections you have in place to assure
minority shareholders that their interests will be protected from
affiliated transactions in the future.

Tax Considerations, page 86

37. Replace the language stating investors "should consult" with
their
own tax advisors with language suggesting or encouraging them to
do
so.

Underwriting, page 94

38. We note your disclosure on page 96 regarding electronic
offerings.
If any member of the underwriting syndicate will engage in any
electronic offer, sale or distribution of the shares please advise
us
of that and supplementally confirm that

their procedures have been cleared with us.  Any electronic offer,
sale of distribution should be reflected in this section.  If you
become aware of any members of the underwriting syndicate that may
engage in electronic offers, sales or distributions after you
respond
to this comment, promptly supplement your response.

39. In that regard, please tell us whether you or the underwriters
have any arrangements with a third party to host or access your
preliminary prospectus on the Internet.  If so, identify the party
and
the website, describe the material terms of your agreement and
provide
us with a copy of any written agreement.  Provide us also with
copies
of all information concerning your company or prospectus that has
appeared on their website.  If you subsequently enter into any
such
arrangements, promptly supplement your response.
40. Please supplementally advise us whether or not you are going
to
have a directed share program.  If you are, please provide us with
all
materials that you will provide to potential purchasers of any
shares
in the directed share program.

41. The first full paragraph on page 96 gives the impression that
you
will share the costs of the total offering with another party.
However, on page 12 you indicate that the costs of the offering
will
be borne solely by the company and its wholly-owned subsidiaries.
Please clarify.

Index to the Financial Statements
Consolidated Statement of Operations, page F-4
42. Pleased disclose the weighted-average number of outstanding
common
shares used in your calculation of earnings per share.  Also,
revise
your earnings per share computation to give retroactive effect to
the
stock split that you intend to effect immediately prior to the
offering as discussed on page 26 of the registration statement.
The
effect of this stock split should also be given retroactive effect
in
your balance sheet.  Refer to the requirements of paragraph 54 of
SFAS
No. 128 and SAB Topic 4:C.

Notes to the consolidated financial statements
Significant Accounting Policies
Revenues and expenses, page F-8
43. We note your disclosure indicating that costs associated with
voyage charters are recognized on a pro-rata basis over the
duration
of the voyage.  Although we acknowledge that your company had not
commenced operations as of the date of your financial statements,
please tell us why you believe your intended expense recognition
policy is appropriate and in accordance with the guidance outlined
in
EITF 91-9. If you do not believe that the use of your expense
recognition method, as opposed to the methods outlined in EITF 91-
9,
will have a significant impact on your future results of
operations,
please revise both the "Critical Accounting Policies" section of
your
document and Note 2 to your financial statements to specifically
state
that such impact is expected to be immaterial and provide the
reasons
why.

Advances for Vessel Deposits, page F-10
44. We note that you have capitalized $115,314 of expenses and
included them in advances for vessel deposits.  It appears, based
upon
Note 5 to your financial statements, that $43,230 of these
capitalized
expenses relate to vessel management fees that you have incurred
prior
to the delivery of the vessels.  Please revise your financial
statements to account for these management fees as an expense or
tell
us why you believe it is appropriate to capitalize such costs as a
part of the vessel acquisition price.  Also, tell us the nature of
the
other expenses that you have capitalized.

Related Party Transactions, page F-10
45. We note the discussion on page 20 in your discussion of "Risks
Relating to Our Common Stock" that certain parties will
beneficially
own a significant amount of your common stock giving them a
substantial influence over your corporate transactions and other
matters. Please revise the notes to your financial statements to
disclose the existence of this ownership concentration that
provides
certain parties with the ability to significantly influence your
operations. Refer to the requirements of paragraph 2 of SFAS
No.57.
46. Also revise your footnote to disclose how Quintana Minerals
Corporation is affiliated with the company and indicate whether
any
compensation was received by the company`s Chief Executive Officer
in
connection with the consulting agreement discussed in Note 4.

Subsequent Events, page F-11
47. We note that subsequent to the date of your balance sheet,
your
company has borrowed $150 million under a bridge loan facility,
which
was used to finance the purchase price of certain of your vessels
being acquired.  As you have not yet repaid the bridge loan
facility
using the proceeds from your subsequently entered term loan
facility,
please revise your disclosures to state both the interest rate and
maturity date of your bridge loan facility.


Exhibits
48. Please obtain a revised consent which refers to the report of
Deloitte dated May 3, 2005 rather than May 2, 2005.

49. We note the discussion of the opinion of Seward & Kissell LLP
regarding Marshall Islands Tax Considerations on page 86, but do
not
see in the exhibit list an indication that a tax opinion will be
filed.  Please advise.

Other
50. Please consider the financial statement updating requirements
outlined in Rule 3-12 of Regulation S-X, upon filing your revised
document.
51. Please provide a currently dated consent from the independent
public accountant in your amended document.

52. In your next amendment, omit only that information allowed to
be
omitted by Rule 430(A) of the Securities Act of 1933.


*	*	*

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure 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 disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have
made.
      Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:
* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and
* the company may not assert this action 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 connection with our review of your
filing or
in response to our comments on your filing.

Closing

      As appropriate, please amend your registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Jeffrey Sears at (202) 551-3302 or Linda
Cvrkel
at (202) 551-3813, if you have questions regarding comments on the
financial statements and related matters.  Please contact Daniel
Morris at (202) 551-3314 or me at (202) 551-3210 with any other
questions.

Sincerely,



Susan C. Block
Attorney-Advisor


cc:	Via Facsimile
	Gary J. Wolfe, Esq.
      Seward & Kissel

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Quintana Maritime Limited
June 2, 2005
Page 1