SecProbe.io

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						July 8, 2005

Mail Stop 3561

Via US Mail and Facsimile

Mr. Scott Hawrelechko
Chief Executive Officer and Chief Financial Officer
Suite 1000, 10050-112 Street, 10th Floor
Edmonton, Alberta, Canada T5K 2J1

Re:	Myriad Entertainment & Resorts, Inc.
	Form 10-KSB for the year ended December 31, 2004
	Form 10-QSB for the period ended March 31, 2005
	Commission file #: 000-24789

Dear Mr. Hawrelechko:

We have reviewed the above referenced filing and have the
following
comments.  Please file an amended Form 10-KSB in response to our
request for expanded or revised disclosure.  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.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

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 any other aspect of
our
review.  Feel free to call us at the telephone numbers listed at
the
end of this letter.

* * * * * * * * * * * * * * * * * * * * * * *

Form 10-KSB for the year ended December 31, 2004

Report of Independent Registered Public Accounting Firm

1. Please provide a report of the independent registered public
accounting firm that indicates the name of the firm issuing the
report.

Financial Statements

Statements of Operations

2. It appears from your disclosure in Note 1 that you have
accounted
for your investment in Myriad-Tunica under the equity method of
accounting.   Please tell us if Myriad-Tunica had any earnings or
loss during 2004 and why you have not presented your equity in
earnings/loss of Myriad-Tunica as a separate line item in the
statement of operations.  See paragraph 19 of APB 18.

3. We note that you have reflected the reversal of previously
accrued
salaries as a reduction of operating expense in your consolidated
statement of operations for 2004, due to previous management`s
agreement to forego rights to their accrued but unpaid salaries.
Note
that we would expect the Company`s financial statements to reflect
reasonable levels of compensation expense in relation to the
nature
and extent of the services provided. Furthermore, if the officers
agreed to relinquish their rights to this accrued compensation,
the
reversal of these accruals should be reflected as a capital
contribution rather than as a reduction of expense. Please revise
your financial statements to reflect the reversal of these
accruals
as capital contributions.

Statement of Stockholders Equity

4. We note that your statement of stockholders` equity includes
changes from January 1, 2004 through December 31, 2004.  Please
revise to include a statement of stockholders equity for each of
the
two years preceding the most recent balance sheet date presented.
See Rule 310(a) of Regulation S-B.

Notes to Financial Statements

- General

5. We note that your investment in Myriad -Tunica represents the
entirety of your assets.  In order to comply with Item
310(b)(2)(iii)
of Regulation S-B, please disclose the sales, gross profit, net
income (loss) from continuing operations, and net income of the
equity investee in your notes to financial statements.

6. We note from your disclosure on page 26 of Item 11, that Scott
Hawrelechko, Chief Executive Officer, beneficially owns stock
representing approximately 56.6% of the voting stock of the
Company
and has the effective power to control the vote on substantially
all
significant matters without the approval of other stockholders.
Please revise the footnotes to the financial statements to
disclose
the existence of this control relationship with respect to your
outstanding common shares.  Refer to the requirements of paragraph
2
of SFAS 57.

1. Summary of Significant Accounting Policies
(d) Investment in Myriad World Resort of Tunica

7. Explain in detail how you determined that your $200,000
investment
in Myriad is not impaired at December 31, 2004. Your response
should
explain the methods and significant assumptions used to evaluate
this
investment for impairment. We may have further comment upon
receipt
of your response.

Note 6.  Stockholders` Equity

8. We note that during 2004 you issued stock to directors and to a
vendor for services and recognized an expense for these issuances.
Please tell us and disclose in Note 6 how you determined the fair
market value of the stock recorded at each issuance.   See
paragraph
8 of SFAS 123.

Note 7.  Related Party Transactions

9. We note that during 2004 you received $18,334 from a related
party
which is included on the balance sheet as due to related party.
Please disclose the nature of your relationship with the related
party.  See paragraph 2 of SFAS No. 57.

Form 10-QSB for the quarter ended March 31, 2005

Note 6.  Stockholders` Equity

10. We note that during the first quarter you made stock grants to
various service providers.  Please tell us and disclose in future
filings how you determined or calculated the fair market value of
the
issued stock.  See paragraph 8 of SFAS 123.

11. Comply with the comments on the Form 10-KSB for the year ended
December 31, 2004 in your future filings on Form 10-QSB.

* * * * * * * * * * * * * * * * * * * * * * *

As appropriate, please respond to these comments within 10
business
days or tell us when you will provide us with a response.  Please
furnish a cover letter that keys your responses to our comments
and
provides any requested supplemental information.  Please
understand
that we may have additional comments after reviewing your
responses
to our comments.

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings 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 filings;

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.

You may contact Claire Lamoureux at 202-551-3301 or Linda Cvrkel
at
202-551-3813 if you have questions.

								Sincerely,

								Joseph A. Foti
								Senior Assistant Chief
Accountant
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Mr. Scott Hawrelechko
Myriad Entertainment & Resorts, Inc.
July 8, 2005
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