SecProbe.io

February 6, 2015

Via E -mail
Mr. Liron Carmel
Chief Executive Officer and Director
Zaxis International Inc.
42 Ben Zvi Street
Ramat Gan, Israel

Re: Zaxis International Inc.
Preliminary  Information Statement on Schedule 14C
Filed January 15, 2015
File No. 0-15746

Dear Mr. Carmel :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply t o your facts and circumstances or do not
believe an amendment is appropriate, please  tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

General

1. We note that your Board of Directors and Majority Consenting Stockholders have ratified
an amendment to your certificate of incorporation in order to increase the number of
authorized shares of your common stock available for issuance.  We also note your
disclosure that, on December 30, 2014, you entered into a Memorandum of
Understanding with Emerald Medical Applications Ltd ., which  contemplates that, subject
to execution of a definitive agreement, you will enter into a reverse merger with Emera ld
Medical Applications.  We further note your statement that, following the proposed
increase in authorized common shares, you will be able to issue such shares for certain
business purposes, including but not limited to “the reverse merger and related
transactions.”  If the amendments to your certificate of incorporation are being made in
connection with your obligations under such MOU, please revise your preliminary
information statement to provide all the disclosure required by Schedule 14C regarding
the reverse merger, including the disclosure under Item 14 of Schedule 14A.  See Note A

Liron Carmel
Zaxis International Inc.
February 6, 2015
Page 2

 to Schedule 14A.  Alternatively, explain why such disclosure would not be required in
this information statement.  If the proposed increase in authorized shares is not in  any
way related to any plans or intentions to enter into a merger, consolidation, acquisition or
similar business transaction, please so state.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be ce rtain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   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 t he disclosures they have made.

In responding to our comments, please provide a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the fili ng;

 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 Com mission or any person under the federal securities laws of the United States.

Please contact Dean Brazier, Staff Attorney , at 202.551.3485, Liz Walsh , Staff Attorney ,
at 202.551. 3696 , or me at 202.551.3720  with any other questions.

Sincerely,

/s/ Elizabeth C. Walsh for

Mara Ransom
Assistant Director

cc: Richard Rubin