SecProbe.io

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Mail Stop 0407

      						June 21, 2005

Mr. Richard B. Berliner
Chief Executive Officer
NOVO Networks, Inc.
6440 North Central Expressway, Suite 620
Dallas, TX  75206

	RE:	Novo Networks, Inc.
      Form 10-K for the year ended June 30, 2004
		Filed September 24, 2004

      Form 8-K/A dated February 18, 2005
      Filed May 9, 2005
		File No. 0-28579

Dear Mr. Berliner:

      We have reviewed your supplemental response letter dated May
27, 2005 as well as the above referenced filings and have the
following comments.  As noted in our comment letter dated May 17,
2005, we have limited our review to your financial statements and
related disclosures and will make no further review of your
documents.  As such, all persons who are responsible for the
adequacy
and accuracy of the disclosure are urged to be certain that they
have
included all information required pursuant to the Securities
Exchange
Act of 1934.

Form 10-K filed September 24, 2004

Financial Statements
Note 6: Commitments and Contingencies, pages F-14 to F-15

1. Refer to your response to our previous comment 2 and the
disclosure in Item 3. Legal Proceedings on page 11 and Note 6 on
page
F-14 of the Form 10-K.  We note that you did not consider the Eos
litigation as a loss contingency.  However, under the guidance in
paragraph 1 of FAS 5, the litigation was an existing condition
that
involved uncertainty as

to possible loss to you that was ultimately resolved when one or
more
future events occur or fail to occur.  Therefore, the Eos
litigation
would be considered to be a loss contingency under FAS 5 and the
disclosures required pursuant to paragraph 10 of FAS 5 should be
included.  Also, we continue to believe that the guidance in SAB
Topic 5:Y is applicable, namely, that you should disclose in
future
filings the extent to which disclosed but unrecognized contingent
losses are expected to be recoverable through insurance with
disclosure of any material limitations of that recovery and any
uncertainties regarding the legal sufficiency of insurance claims
or
solvency of insurance carriers.

Form 8-K/A filed May 9, 2005

2. Refer to your response to comment 4 regarding the fiscal year
end
of the registrant after the reverse acquisition with Berliner.  We
note that the registrant will continue to have a June 30 fiscal
year
end.  Since the legal acquirer (the registrant) is continuing with
a
fiscal year end of June 30, please provide a transition report on
Form 10-K with the audited financial statements of the accounting
acquirer for the transition period (i.e. the end of the legal
acquiree`s most recently completed fiscal year to the next
following
date corresponding with the end of the fiscal year of the legal
acquirer).

3. Also, please revise the March 31, 2005 Form 10-Q to include
financial information for the nine months ended March 31, 2005.

Pro Forma Financial Information

4. Refer to response 8.  We note that the Voting Agreement was
directly related to the acquisition transaction and that the
changes
to conversion ratios for the Series B and D Preferred Stock will
result in a deemed dividend to those classes of shareholders.
Please
revise adjustment 1 in Note 3 to the pro forma financial
information
to clarify the following:
* The reason for charging the net assets acquired to additional
paid
in capital
* A description of the cancellation of the Berliner stock and the
equity transactions of Novo resulting from the Voting Agreement.
* Disclosure of an estimate of the amount of the deemed dividend
for
each class of stock.
* A description of the computation of the deemed dividend and the
accounting treatment for the deemed dividend at the time of the
approval of the amendment, rather than the filing of the
amendment.

*    *    *    *

      As appropriate, please amend your Form 8-K/A and respond to
these comments within 10 business days or tell us when you will
provide us with a response.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please file
your cover letter on EDGAR.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

       You may contact Claire DeLabar, Staff Accountant, at (202)
551-3349 or Ivette Leon, Assistant Chief Accountant, at (202) 551-
3351 if you have questions regarding comments on the financial
statements and related matters.  Please contact me at (202) 551-
3810
with any other questions.

							Sincerely,

							Larry Spirgel
							Assistant Director
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Mr. Richard B. Berliner
Novo Networks, Inc.
May 17, 2005
Page 3

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