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May 9, 2005

Mail Stop:  4-6

Mr. John C. Paulsen
Chairman, CEO and Principle Financial Officer
eNucleus, Inc.
2950 West Golf Rd.
Rolling Meadows, IL  60008

Re:	Item 4 Form 8-K filed March 28, 2005

Dear Mr. Paulsen:

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.

1. We have reviewed the changes to your amended 8-K and we reissue
part of our previous comment to revise the Form to state whether
the
board of directors recommended or approved the decision to change
accountants as required by Item 304(a)(1)(iii) of Regulation S-B.
2. To the extent that you make changes to the Form 8-K to comply
with
our comment, please obtain and file an updated Exhibit 16 letter
from
the former accountants with the current date stating whether the
accountant agrees with the statements made in your revised Form 8-
K.

General

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filing 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.

In connection with responding to our comment, please provide, in
writing, a statement from the company acknowledging that:

* 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.

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 our review of your filing or in response to
our comments on your filing.

Please file your supplemental response and amendment via EDGAR in
response to these comments within 5 business days of the date of
this
letter.  Please note that if you require longer than 5 business
days
to respond, you should contact the staff immediately to request
additional time.  Any questions regarding the above should be
directed to me at (202) 551-3406, or in my absence, to Robert
Benton
at (202) 551-3140.

Sincerely,

Patrick Gilmore, CPA
Staff Accountant
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John C. Paulsen
eNucleus, Inc.
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