COVER 4 filename4.txt Cassidy & Associates Attorneys at Law 9454 Wilshire Boulevard Beverly Hills, California 90212 ---------- Email: CassidyLaw@aol.com Telephone: 202/387-5400 Fax: 949/673-4525 December 10, 2010 Ronald E. Alper, Esq. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Registration Statement on Form for Oakwood Acquisition Corporation File No. 000-54147 Attached for filing with the Securities and Exchange Commission is Amendment No. 1 to the Oakwood Acquisition Corporation registration statement on Form 10. I have simultaneously with this filing sent for delivery to you and Ms. Donna Di Silvio a copy of the registration statement marked to show changes from the filing of October 7, 2010. The following responses address the comments of the reviewing staff of the Commission as set forth in a comment letter dated November 4, 2010 (the "Comment Letter"). The comments in the Comment Letter are sequentially numbered and the answers set forth herein refer to each of the comments by number and by citing the location of each response thereto in the Registration Statement. General 1. The Staff's comment is noted and the comments have been applied to all simultaneously filed Form 10 registration statements. 2. The requested disclosure has been made and appears throughout the document. 3. The Staff's comment is noted. 4. The requested disclosure has been added and appears on beginning page 19 of the registration statement. 5. The requested disclosure has been added in appears on pages 1, 5, and 10 of the registration statement. 6. The requested disclosure has been clarified throughout the registration statement. 7. Page numbers have been added Item 1. Business Potential Target Companies 8. The noted disclosure has been corrected. Item 2. Financial Information Plan of Operation 9. The requested disclosure has been added in appears on page 10 of the registration statement. Search for Target Company 10. The requested disclosure has been added and appears beginning page 11 of the registration statement. 11. The requested disclosure has been added and appears beginning page 11 of the registration statement. General Business Plan 12. The requested disclosure has been added in appears on page 5 of the registration statement. Terms of a Business Combination 13. The requested disclosure has been added in appears on page 1 of the registration statement. Directors, Executive Officers, Promoters and Control Persons 14. The requested disclosure has been added in appears on pages 17 and 18 of the registration statement. . Conflicts of Interest 15. The noted disclosure has been corrected. 16. The requested disclosure has been added in appears beginning on page 17 of the registration statement. Executive Compensation 17. The requested disclosure has been added in appears on page 22 of the registration statement. Certain Relationships 18. The requested disclosure has been added in appears on page 22 of the registration statement. Market Price of and Dividends on the Registrant's Common Stock and Related Stockholder Matters 19. The requested disclosure has been added in appears on page 23 of the registration statement. 20. The requested disclosure has been added in appears on page 23 of the registration Financial Statements 21. The noted disclosure has been corrected. Report of Independent Registered Public Accounting Firm 22. The noted disclosure has been amended. Balance Sheet 23. The noted disclosure has been added. Signatures 24. The dates have been added Exhibit 25. The noted exhibit has been filed. Sincerely, Lee W. Cassidy