SecProbe.io

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Ms. Michele Gohlke
Branch Chief
United States
Securities and Exchange Commission
Washington, D.C. 20549

Via Fax #: 202-772-9218
Mail Stop 6010

                                                                October 14, 2005

         Re:      Transbotics Corporation
                  Form 10-KSB for Fiscal Year ended November 30, 2004
                  Forms 10-QSB for Fiscal Quarters Ended February 28, 2005 and
                  May 31, 2005
                  File No. 000-18253

Dear Ms. Gohlke:

         We have reviewed your comment letter on the Company's financials dated
September 1, 2005 and have prepared our response below to each of your comments
including proposed revisions to our Form 10-KSB for the Fiscal Year ended
November 30, 2004 and for our Form 10-QSB for the Fiscal Quarter ended May 31,
2005.

         We acknowledge that 1) the Company is responsible for the adequacy and
accuracy of the disclosure in the filing 2) 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 3) 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.

         We have keyed our responses below to your comments numbers to
facilitate your review.

FORM 10-KSB for the Fiscal Year Ended November 30, 2004
-------------------------------------------------------

Item 8A. Controls and Procedures , page 10
------------------------------------------

     1.   We note your statement that the chief executive officer has concluded
          that the company's disclosure controls and procedures are effective
          "except as discussed below." Given the exceptions noted, it remains
          unclear whether your chief executive officer has concluded that your
          disclosure controls and procedures are effective. Please revise to
          state, in clear and unqualified language, the conclusions reached by
          your chief executive officer on the effectiveness of your disclosure
          controls and procedures. For example, if true, you can state that your
          disclosure controls and procedures are effective including
          consideration of the identified matters, so long as you provide
          appropriate disclosure explaining how the disclosure controls and
          procedures were determined to be effective in light of the identified
          matters. Or, if true, you can state that given the identified matters,
          your disclosure controls and procedures are not effective. You should
          not, however, state the conclusion in your current disclosure, which
          appears to state that your disclosure controls and procedures are
          effective except to the extent they are not effective.

<PAGE>

Transbotics response
--------------------

1. It is our position that the Company's system of internal controls and
procedures was not effective as of November 30, 2004 because of the material
weakness disclosed in Exhibit 13 to our Form 10-KSB. Transbotics' material
weakness has been resolved and the method of resolution is disclosed in our Form
10-QSB for the period ending May 31, 2005. Please see our amended Item 8A
attached to this letter as Exhibit 1.

Exhibit 13 - Annual Report 2004
-------------------------------

Management's Discussion and Analysis, page 4
--------------------------------------------

Liquidity and Capital Resources, page 9
---------------------------------------

     2.   In your November 30, 2003 Annual Report, you disclosed that you signed
          a ten year Master License Agreement with Netzler & Dahlgren in
          November 1995 to purchase certain products at stipulated prices, and
          that in November 2000, you renegotiated the agreement and extended it
          for ten years. Please tell us and revise the MD&A discussion and the
          commitment and contingencies footnote to disclose the amount of any
          material future inventory purchase commitments and any other
          significant obligations to Netzler & Dahlgren.

Transbotics response
--------------------

2. The original Master License Agreement did not have any minimum purchase
quantity of products at any time during the term nor did the renewal in November
2000. There are no other commitments and contingencies or other significant
obligations to Netzler and Dahlgren under the renewed Master License Agreement.
Based on this fact, we believe the disclosure in the MD&A and the commitments
and contingencies footnote is proper and no change or amendment is required to
the 2004 Annual Report.

<PAGE>

Notes to Financial Statements
-----------------------------

Note 1. Nature of business and Summary of Significant Accounting Policies,
page 18
--------------------------------------------------------------------------------

Revenue Recognition, page 18
----------------------------

     3.   On page 18 of the Annual Report, you state that revenues from
          commercial products sales are recognized upon shipment. Please tell us
          and revised to disclose any significant acceptance provisions or
          rights of return related to your commercial products and how these
          terms impact your revenue recognition.

Transbotics response
--------------------

     3. The Company's "Terms and Conditions of Sale Distribution Parts" do not
grant a right to reject spare parts (commercial products) or seek a refund of
the purchase price. We recognize revenue upon shipment of spare parts because
legally the title to the goods has transferred to the customer under our
Distribution Terms and Conditions. Since there are no significant acceptance
provisions or rights, there is no impact on our revenue recognition as
disclosed. As a result, we believe the disclosure in Note 1 of the 2004 Annual
Report is adequate and are suggesting no revision or amendment except to
incorporate references to engineering services as described in item 4 below.

     4.   We note that you provide engineering, training and installation
          services along with sales of both types of your products. Please tell
          us and revise your filing to disclose the nature of these services and
          your accounting for the services and associated costs. Discuss how
          your accounting for these arrangements complies with SAB 104 and EITF
          00-21.

Transbotics response
--------------------

4. Engineering services and distribution parts are provided to our customers to
meet their needs after a system has been installed. Our customers issue separate
purchase orders for these services whether the services relate to training,
installation or general support. Revenue is recognized when the work is
performed and costs are incurred. These orders are usually for smaller amounts
and range from $5,000 to $30,000 compared to system contracts, which have a much
greater value. We believe EITF 00-21 is not applicable as the purchase orders
for these services are subsequent to and separate from our system contracts.

We will add to our disclosure in the amended 10-KSB the following language
relating to revenue recognition:

<PAGE>

     "The Company recognizes revenue from the sale of distribution products and
     engineering services as shipments are made and/or services rendered."

     5.   We note in Note 10 on page 26 that you entered into an Equipment
          Purchase and Installation Contract with a major customer for
          approximately $1,450,000 for two AGV systems. We note that the
          customer has the right to cancel the contract, the right to have the
          equipment removed at no expense to the customer and the right to a
          full refund of the purchase price should acceptance not occur within
          six months after delivery. Please tell us how you have accounted for
          the revenue on this contract and related costs, and quantify for us
          any significant revenue or deferred costs related to this contract as
          of November 30, 2004. Tell us how the substantial acceptance criteria
          relating to this contract has impacted your revenue recognition on
          this contract.

Transbotics response
--------------------

5. The single contract with this customer covered two AGVS' to be installed at
two separate plants to take advantage of a price break due to volume. However,
the contract treated each installation separately, and any problems delaying
acceptance at one plant were not grounds for withholding acceptance at the other
plant. Acceptance of each system was defined in the contract to occur when the
system met the requirements of the "Functional Specification" of the system,
which was a document agreed upon by both companies prior to delivery of the
equipment to the site. We typically do not agree to a "money back" remedy for
failure to meet the requirements of a Functional Specification. However, because
this was a routine project and because of the risk of losing a major order to
competition if we did not agree, we agreed to a "money back" remedy for each
installation for irreparable failure of that plant's system to meet its
respective Functional Specification.

As of November 30, 2004 we had recognized the entire revenue ($464,500)
relating to the first plant's AGV system, as that system had been delivered and
accepted as of that date. The contract value of the second plant was $1,020,210,
and, using our standard percentage of completion method, we had recognized
$933,443 in revenue based on work and cost completed as of November 30, 2004.
All equipment had been completed, delivered and accepted for the second plant
and there remained only $86,766 of backlog spare parts and onsite engineering
work to meet the final system acceptance as defined by that system's Functional
Specification. Transbotics performed the remaining onsite engineering services
within six months after delivery, the system was accepted, and the customer paid
the balance of the contract price in full in the third quarter of 2005. Despite
the language in the contract providing for a possible refund due to
non-performance, all functional specifications had been met as of November 30,
2004 and there was no basis for the customer to claim non performance.

<PAGE>

Form 10-QSB for the Fiscal Quarter Ended May 31, 2005
-----------------------------------------------------

Condensed Statements of Cash Flows, page 6
------------------------------------------

     6.   Please clarify to us the activity during the six months ending May 31,
          2005 relating to your notes payable. The statement of cash flows shows
          principal payments on long-term borrowings of $646 for the period.
          However, your disclosures in Note D and also on page 14 indicate that
          you no longer have any amounts outstanding on your bank line of
          credit. Tell us when you paid down the outstanding balance on the line
          of credit. Also, tell us why the payment on this line of credit is not
          reflected on your statement of cash flows.

Transbotics response

6. We did pay down the outstanding balance on the line of credit during the six
months ended May 31, 2005. The payment should have been reflected on our
statement of cash flows. We will amend the May 31, 2005 10-QSB to reflect this
change.

Notes to Condensed Financial Statements

Condensed Statements of Operations, page 5

     7.   We note that you only present one figure for weighted average number
          of common shares outstanding. It does not appear that you have
          presented the diluted weighted average number of common shares
          outstanding. Please revise future filings to disclose the diluted
          weighted average number of common shares outstanding. In addition,
          revise the notes to the condensed interim financial statements in
          future filings to provide a reconciliation of the numerator and
          denominator in determining your earnings (loss) per share and all
          other disclosures as required by paragraphs 40 and 41 SFAS 128.

Transbotics response

7. We will revise future filings to disclose diluted weighted average number of
common shares outstanding as well as the notes to the condensed interim
financial statements to provide a reconciliation of the numerator and
denominator to our earnings (loss) per share and all other disclosures as
required by paragraphs 40 and 41 of SFAS 128.

<PAGE>

Item 3. Controls and Procedures, page 15
----------------------------------------

     8.   We note your disclosure that you have taken corrective action to
          address the material weakness identified in previous periods "by
          hiring and external accountant to review the work prepared by the CEO
          and adopting an internal procedure requiring independent review and
          verification by this external accountant of the preparation of the
          financial reports information." Please confirm to us that the external
          accountant referred to is not your independent public accounting firm.
          Please also clarify this disclosure in future filings.

Transbotics response
--------------------

8. We confirm that the external accountant referred to is not our independent
registered public accounting firm and has no current or prior affiliation with
them. We will clarify this disclosure in the August 31, 2005 10QSB and other
future filings.

Should you have any other comments or questions relating to the above please do
not hesitate to contact me at (704) 362-1115.

Sincerely,

/s/ Claude Imbleau
------------------
Claude Imbleau
CEO, President

<PAGE>

Exhibit 1.

Item 8A.  Controls and Procedures

    The Company maintains a system of internal controls and procedures designed
to provide reasonable assurance as to the reliability of the Company's published
financial statements and other disclosures included in this report. The
Company's Board of Directors, operating through an audit committee that is
composed entirely of independent outside directors, provides oversight to the
Company's financial reporting process.

      Under the supervision and with the participations of our management,
including the Chief Executive Officer, we have evaluated the effectiveness of
the design and operation of our disclosure controls and procedures as of the end
of the period covered by this report. Based on that evaluation, the Chief
Executive Officer has concluded that, for the reason discussed below, these
disclosure controls and procedures are not effective to provide reasonable
assurance that information required to be disclosed by us in reports that we
file under the Securities and Exchange Act of 1934 is recorded, processed,
summarized, and reported, within the time periods specified in Securities and
Exchange Commission rules and forms. It should be noted that in designing and
evaluating the disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired control objectives,
and management necessarily is required to apply its judgment in evaluating the
cost-benefit relationship of possible controls and procedures. We have designed
our disclosure controls and procedures to reach a level of reasonable assurance
of achieving desired control objectives and, based on the evaluation described
above, our Chief Executive Officer concluded that our disclosure controls and
procedures were not effective at reaching that level of reasonable assurance.

      In connection with the audit of our financial statements for the fiscal
year ended November 30, 2004, our independent registered pu