SecProbe.io

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                     [Letterhead of Amedia Networks, Inc.]

                                                        November 2, 2005

VIA EDGAR

U.S. Securities and Exchange Commission
100 F Street, NE
Washington, D.C. 20549
Attn: Mr. Daniel Lee

        Re:     Schedule 14A filed on October 21, 2005 by
                Amedia Networks, Inc. (the "Company"), File No. 0-22055

Dear Mr. Lee:

        Reference is made to the letter dated October 26, 2005 from the Division
of Corporate Finance of the U.S. Securities and Exchange Commission (the
"Commission") to the Company (the "Comment Letter") relating to the preliminary
proxy statement on Schedule 14A (the "Preliminary Proxy Statement") filed by the
Company on October 21, 2005 relating to a special meeting of the Company's
stockholders to be held of December 2, 2005 (the "Special Meeting").

        Set forth below are Company's responses to the points raised in the
Comment Letter. This letter is being delivered to you in conjunction with the
filing of the definitive proxy statement on Schedule 14A (the "Definitive Proxy
Statement") relating to the Special Meeting, marked to show the revisions made
to the Preliminary Proxy Statement. The numbered paragraphs below correspond to
the numbered paragraphs of the Comment Letter.

Will the Company Be Issuing Additional Shares?, page 7
------------------------------------------------------

        1. The requested revisions regarding both the Company's plans for the
newly authorized shares and its equity line commitment have been made. Please
refer to page 7 in the Definitive Proxy Statement for the revised disclosure.

        2. The requested revisions have been made. Please refer to page 8 in the
Definitive Proxy Statement for the revised disclosure.

        The Company hereby acknowledges that: (i) the Company is responsible for
the adequacy and accuracy of the disclosure in the filing; (ii) 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 (iii) 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.

        I trust that the foregoing addresses the issues raised in the Comment
Letter. Please do not hesitate to contact me or the Company's attorneys if we
can be of further assistance.

                                        Very truly yours,

                                        /s/ Frank Galuppo
                                        -----------------
                                        Frank Galuppo
                                        President and Chief Executive Officer
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