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CORRESP
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JULY 17, 2005

Ms. Amy Geddes
Senior Assistant Chief Accountant
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20549-0305

Re: Gener8xion Entertainment, Inc.
    Letter of June 22, 2005
    Commission File Number: 000-15382

Dear Ms. Geddes:

The following is in response to the comment in your above referenced letter.

The negotiations with Mr. Crouch were for the worldwide distribution rights to
the feature film "One Night with King", and to a proposed animated film project
the "Prodigal Son" which the Company would obtain in exchange for the total
number of shares to be issued. Upon completion of the negotiations it was agreed
that 8,800,000 shares would be issued. Subsequently, a separate employment
agreement was completed at the request of Mr. Crouch whereby 6,160,000 shares
were allocated to him as compensation under the employment agreement. This
allocation was made solely for income tax purposes of Mr. Crouch in accordance
with IRC 83 (b) and had absolutely no economic substance whatsoever. The true
intent and substance for issuance of all the shares by the Company was to obtain
the distribution and film rights, as mentioned above. Please consider the
following excerpt from Scott A. Taub, Deputy Chief Accountant.

--------------------------------------------------------------------------------

REMARKS BY

SCOTT A. TAUB

DEPUTY CHIEF ACCOUNTANT
OFFICE OF THE CHIEF ACCOUNTANT
U.S. SECURITIES AND EXCHANGE COMMISSION

COMMERCIAL SUBSTANCE

Let me switch gears now, and turn to a topic that, in the printed version of my
speech, is titled "Commercial Substance". I think we all probably learned, in
one of our very first accounting classes, that accounting is supposed to reflect
substance over form. You'd be surprised how often that pithy little rule has
come to my mind recently. Let me start with how "substance over form" fits into
what I think is the purpose of the financial reporting function. To me, it's
quite simple -- the purpose of accounting and financial reporting is to tell the
truth, the whole truth, and nothing but the truth. It is to explain what
happened and why. In other words, it is to report the substance of what
occurred. And, in my view, that's the way the effectiveness of financial
reporting should be measured. Unfortunately, financial reporting has been viewed
by some as a

potential competitive advantage -- as something that can help them succeed by
making their financial position and results of operations look good, even when
the economics do not warrant it. That isn't what financial reporting should be
about.

          ------------------------------------------------------------

Statement of Financial Accounting Standards No. 123(R), "Share-Based Payment",
paragraph 7, states " If the fair value of goods or services received in a
share-based payment transaction with non-employees is more reliably measurable
than the fair value of the equity instruments issued, the fair value of the
goods or services received shall be used to measure the transaction. In
contrast, if the fair value of the equity instruments issued in a share-based
payment transaction with non-employees is more reliably measurable than the fair
value of the consideration received, the transaction shall be measured based on
the fair value of the equity instruments issued."

If a portion of the shares were to be allocated to the employment agreement, the
transaction would be valued based upon the fair value of the shares issued
because the fair value of the shares is more reliably measurable than the fair
value of the services to be received by the Company under the employment
agreement. CDMI Productions, Inc. ("CDMI") was a shell company and its stock had
no value as is clearly indicated by the lack of trading activity. The Asset
Purchase and Employment agreements were executed on November 18, 2004 and the
trading volume for the entire year preceding this transaction totaled 12,826
shares reflecting that the CDMI stock had no value. Please see exhibit A for
trading activity information.

In conclusion, there is no economic substance whatsoever to the allocation of
the shares to the employment agreement. Mr. Crouch had initially contracted to
receive $350,000 in annual salary under that agreement, and that was the only
consideration. It was not until after this agreement was consummated that he and
the corporation negotiated a separate allocation for his income tax purposes.
However this personal tax allocation should not dictate financial reporting.
Further, even if the agreement were to have economic substance, the shares were
not worth anything and nothing should be recorded. Recording an expense for
these shares based upon some arbitrary number, would be totally misleading to
the financial statement reader. Accordingly, management believes that the
transaction should be recorded with no value assigned to the shares. This
accounting reflects the economic substance of the transaction and is consistent
with the accounting literature.

We understand 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.

                                                Sincerely yours,

                                                /s/ Marilyn Beaubien

                                                Marilyn Beaubien
                                                Chief Financial Officer

                      Exhibit A

   Date      Close    Volume
--------------------------------
   11/07/03
   11/14/03    0.35         500
   11/21/03
   11/28/03
   12/05/03
   12/12/03
   12/19/03
   12/26/03    0.36       3,126
   01/02/04
   01/09/04
   01/16/04
   01/23/04
   01/30/04
   02/06/04
   02/13/04
   02/20/04
   02/27/04
   03/05/04
   03/12/04
   03/19/04
   03/26/04
   04/02/04
   04/08/04    0.20         200
   04/16/04
   04/23/04
   04/30/04    0.20       2,550
   05/07/04
   05/14/04
   05/21/04
   05/28/04
   06/04/04
   06/10/04    0.20       4,400
   06/18/04
   06/25/04
   07/02/04
   07/09/04
   07/16/04
   07/23/04
   07/30/04
   08/06/04
   08/13/04
   08/20/04
   08/27/04
   09/03/04
   09/10/04
   09/17/04
   09/24/04
   10/01/04    0.22       2,550
   10/08/04
   10/15/04
   10/22/04
   10/29/04
            --------------------
               0.24      12,826
            ====================