SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

								September 23, 2005

By U.S. mail and facsimile to (972) 432-0595

Mr. William G. Mortensen
President and Chief Financial Officer
Advanced Materials Group, Inc.
11420 Mathis Avenue
Dallas, TX  75234

	RE:  	Advanced Materials Group, Inc.
		Form 8-K Item 4.01
		Filed September 22, 2005
		File # 000-16401

Dear Mr. Mortensen:

      We have reviewed your filing and have the following
comments.
If you disagree, we will consider your explanation as to why our
comments are inapplicable.  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
number
listed at the end of this letter.

1. We note you have engaged the accounting firm of Catherine
Fang,
CPA, LLC to audit your year ended November 30, 2004 financial
statements.  We also note that the firm of Catherine Fang, CPA,
LLC
has not applied for registration with the Public Company
Accounting
Oversight Board (PCAOB).  Section 102 of the Sarbanes-Oxley Act
of
2002 makes it unlawful after October 22, 2003 for any person
that
is not a registered public accounting firm (i.e. registered with
the PCAOB) to prepare or issue, or to participate in the
preparation or issuance of, any audit report (or review report)
with respect to any issuer.  You must engage a new accountant
that
is a publicly registered accounting firm to perform review or
audit
work for the company.  Please file a new Item 4 Form 8-K after
you
have engaged new accountants that are registered with the PCAOB.
Provide all of the disclosures required by Item 304 of
Regulation
S-K regarding the period of engagement of Catherine Fang, CPA,
LLC
which should include an Exhibit 16 letter from Catherine Fang,
CPA,
LLC.

2. We note that you have not filed your Form 10-K for the fiscal
year ended November 30, 2004.  In addition, you have not filed
your
Form 10-Q`s for the quarterly periods ended May 31, 2004, August
31, 2004, February 28, 2005, and May 31, 2005.  We remind you of
your reporting obligations under Section 13 of the Securities
Exchange Act of 1934 and the filing deadlines of Form 10-K and
Form
10-Q.  Please also note that a Form 12b-25 is required to be
filed
when a periodic filing will be filed late.  Please tell us when
you
plan to file all of your delinquent periodic reports.

*  *  *  *  *

	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.  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 comments, 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 in the filing reviewed by the staff 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 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.  You may wish to provide us with marked
copies of each amended filing to expedite our review.  Direct
any
questions regarding the above to the undersigned at (202) 551-
3739.

								Sincerely,

								Ryan Rohn
								Staff Accountant
??

??

??

??

Mr. William G. Mortensen
Advanced Materials Group, Inc.
September 23, 2005
Page 1 of 2

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE

</TEXT>
</DOCUMENT>