SecProbe.io

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Mail Stop 4561
								November 4, 2005

By U.S. Mail and Facsimile to (212) 239-2799

Anthony L. Havens
Chief Executive Officer and Principal Financial Officer
Sparta Commercial Services, Inc.
462 Seventh Avenue, 20th Floor
New York, New York 10018

Re:	Sparta Commercial Services, Inc.
	Form 10-KSB for Fiscal Year Ended April 30, 2005
      Filed July 25, 2005
	File No. 000-09483

Dear Mr. Havens:

      We have reviewed your response dated October 12, 2005, to
our
letter dated September 28, 2005, and have the following additional
comments.  If you disagree, we will consider your explanation as
to
why our comment is inapplicable or a revision is unnecessary.
After
reviewing this information, we may 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 comment or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Results of Operations
Comparison of the Year Ended April 30, 2005 to the Year Ended
April
30, 2004

1. Please refer to prior comment 1.  In your prior response, you
state that the purchase option did not meet the definition of an
asset as defined by paragraph 6 of FASB Concept Statement 6.
Please
tell us how you have determined that this purchase option has
failed
to meet the following three characteristics of an asset as
specified
in paragraph 6:

* it embodies a probable future benefit that involves a capacity,
singly or in combination with other assets, to contribute directly
or
indirectly to future net cash inflows,
* a particular entity can obtain the benefit and control others`
access to it,
* the transaction or other event giving rise to the entity`s right
to
or control of the benefit has already occurred.

In your response, please specifically address each characteristic.

2. Please refer to prior comment 1.  If you conclude that the
purchase option is an intangible asset, please tell us the useful
life for the intangible asset, the method of amortization, and
management`s intended methodology to test the asset for
impairment.
Please refer to paragraphs 11 to 15 of SFAS 142.

       Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
cover letter with your response indicating your intent to provide
the
requested disclosures in future filings.  Please provide us drafts
of
your proposed revisions, where applicable, and any requested
information.  Detailed cover letters greatly facilitate our
review.
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 disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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.

	You may contact Margaret Fitzgerald at (202) 551-3556 or me
at
(202) 551-3490 if you have questions regarding comments on the
financial statements and related matters.

      Sincerely,

      Don Walker
Senior Assistant Chief Accountant

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Anthony L. Havens
Sparta Commercial Services, Inc.
November 4, 2005
Page 1

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