SecProbe.io

August 11, 2011
 Via Fax

 Brian Lawson Senior Managing Partner a nd Chief Financial Officer
Brookfield Asset Management Inc Suite 300  Brookfield Place 181 Bay Street P.O. Box 762 Toronto, Ontario Canada M5J2T3
Re: Brookfield Asset Management Inc
 Form 40-F
Filed March 31, 2011 Form 6-K Filed March 24, 2011 File No. 033-97038

Dear Mr. Lawson:
 We have reviewed your response letter dated July 15, 2011 and have the following
additional comments.  In some of our comments, we may ask you to provide us with information
so we may better understand your disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.
 After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.

Brian Lawson Brookfield Asset Management August 11, 2011 Page 2

 Form 6-K filed March 24, 2011

2010 Annual Report
 Five-Year Financial Review, page 13

1. We have considered your response to our prio r comment 1.  We continue to believe that
your use of two terms to describe one financ ial measure is confusing.  Further, we are
unclear how you arrived at the c onclusion that the title of this measure is not confusingly
similar to cash flow from operating activit ies as calculated in accordance with IFRS.
Reference is made to Item 10(e)(1)(ii)(E ) of Regulation S-K.  Finally, given your
assertion that “cash flow from operations ” and “net operating cash flow” is a
performance measure, explain to us how you determined it would be appropriate to
reconcile the measure to a liquidity measur e calculated in accordance with IFRS, cash
flow from operating activities , rather than a performance measure such as net income.

2. Please explain to us in greater detail the rati onale for each adjustment made to net income
to arrive at cash flow from operations.
 Consolidated Financial Statements

Consolidated Statements of Operations, page 97

3. We have considered your response to our  prior comment 4.  It appears from the
presentation of revenues less direct operati ng costs on your consolidated statements of
operations that equity accounted income and investment and other income are items that
our outside normal operating reve nues.  As such, we are unclear how you arrived at the
conclusion that these items should be included in total revenues on the face of your consolidated statements of operations.  Please explain your rationale to  us or revise your
consolidated statements of operations accordingly.  We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  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 responding to our comments, please provi de a written statement from the company
acknowledging that:
 the company is responsible for the adequacy an d accuracy of the disclo sure 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

Brian Lawson Brookfield Asset Management August 11, 2011 Page 3

  the company may not assert staff comments as  a defense in any proceeding initiated by
the Commission or any person under the federa l securities laws of  the United States.

You may contact Robert Telewicz, Staff A ccountant at (202)551-3438 or the undersigned
at (202)551-3629 if you have questions.
Sincerely,
   /s/ Kevin Woody
Kevin Woody Accounting Branch Chief