SecProbe.io

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							April 1, 2005

Mail Stop 0305

 BY U.S. Mail and Facsimile [ (480) 945 -_7717 ]

 Mr. Alan Doyle
  President and Chief Executive Officer
AMERICAN SOUTHWEST HOLDINGS, INC.
4225 N. Brown Avenue
Scottsdale, Arizona  85251

 	Re:	American Southwest Holdings, Inc.
 		Item 4.01 Form 8-K, filed April 1, 2005
 		File No. 0-27947

Dear Mr. Doyle:

	We have reviewed the above referenced filing for compliance
with
the requirements with respect to the Item 4.01 disclosures of the
Form 8-K.  Where indicated, we think you should revise your
document
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as detailed as necessary in your
explanation.

	Pursuant to Rule 101(a)(3) of Regulation S-T, your response
should be submitted via EDGAR, under the label "corresp," 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.  An amendment to
the Item 4.01 Form 8-K should be filed immediately.

	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 numbers
listed
at the end of this letter.

April 1, 2005

Mr. Alan Doyle
American Southwest Holdings, Inc.
Page 2

ITEM 4.01 FORM 8-K

1. Revise the disclosure in the first paragraph to clarify whether
the Board of Directors approved the resignation, declined to stand
for re-election or dismissal of the former auditors, Shelley
International CPA.  In this regard, the use of "termination"
should
be replaced.  See Item 304(a)(1)(i) of Regulation S-B.

2. File as Exhibit 16.1, a letter from Shelley International CPA,
your former auditors, indicating whether or not they agree with
your
revised disclosures that are reflected in the amended Item 4.01
Form
8-K.  See Item 304(a)(3) of Regulation S-B.

Other

	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
for
an informed decision.  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 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.

April 1, 2005

Mr. Alan Doyle
American Southwest Holdings, Inc.
Page 3

Closing Comments

	Any questions concerning the above comments may be directed
to
the undersigned at (202) 942-1912.

							Sincerely,

							Beverly A. Singleton
							Staff Accountant

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