Unassociated Document

United States Securities and Exchange Commission

Division of Corporate Finance

100 F. Street, NE

Washington, DC 20549-7010

Mail Stop 4628

Attn:

Shannon Buskirk

Re:	American Eagle Energy Inc.

Form 8-K filed December 6, 2010

File Number: 333-143626

Ladies and Gentlemen:

American Eagle Energy Inc. (the “Company”) is pleased to respond to the staff’s comment letter, dated December 9, 2010. For the ease of the staff’s review of the Company’s amended 8-K filing, staff’s comment has been set forth below and is followed by the Company’s response.

Form 8-K

We note your disclosures in the second and third paragraphs of Item 4.01 in response to the requirements of Item 304(a)(2) of Regulation S-K. Item 304(a)(2) refers to the registrant’s two most recent fiscal years or any subsequent interim period. We note your most recently completed fiscal year end is April 30, 2010. However, your disclosure refers to fiscal years 2009 and 2008. Please revise your disclosure to refer to the two most recent fiscal years or tell us why you believe your current disclosure is correct.

Cincinnati Cleveland Columbus Costa Mesa Denver Houston Los Angeles New York Orlando Washington, DC

United States Securities and Exchange Commission

December 14, 2010

Page 2

Response:

The Company has filed an amended 8-K, wherein the disclosure now sets forth the 2010 and 2009 fiscal years in lieu of the previous reference to the 2009 and 2008 fiscal years.

Very truly yours,

/S/ Randolf W. Katz

Randolf W. Katz

Partner

of BAKER & HOSTETLER LLP

RWK/dlp

On behalf of American Eagle Energy Inc., the following acknowledgments are made:

the Company is responsible for the adequacy and accuracy of the disclosure in the filing;

staff comments 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.

AMERICAN EAGLE ENERGY INC.

By:	/S/ Richard Findley

Richard Findley, President