SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

 Mail Stop  6010

April 16, 2009
    Via U S Mail and FAX [(727) 526-2990]

  Mr. Benjamin C. Croxton
Chief Executive Officer and Chief Financial Officer
EClips Energy Technologies, Inc. 3900A  31
st Street North
St. Petersburg, Florida 33714
 Re: EClips Energy Technologies, Inc.
  Form 8-K for Item 4.01
  Filed April 15, 2009   File No. 0-

 Dear  Mr. Croxton:
 We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise your document in response to these comments.  If
you disagree, we will consider your explanation as to why our comments are inapplicable
or a revision is unnecessary.  After reviewi ng this information, we may raise additional
comments.   Please understand that the purpose of our re view 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 the applicable sta ff person at the telephone number listed at the
end of this letter.

Mr. Benjamin C. Croxton EClips Energy Technologies, Inc. April 16, 2009 Page 2 of 3  Form 8-K Filed April 15, 2009

1. We note that you engaged your new indepe ndent registered public accounting
firm, Randall N. Drake, on April 13, 2009.  We also note that the audit report
from Randall N. Drake on your Form 10-K for fiscal 2008 is dated April 15, 2009. We reference the information in pa ragraph (2)(b) of your Form 8-K dated
April 15.  Please confirm that there we re no consultations with the successor
auditors prior to April 13 and have your successor auditors tell us about their audit
procedures from the date of the engagement to the date of their audit report.
2. Please expand in Paragraph (1)(b) to addr ess the FW&G reports on fiscal 2006 as
well as fiscal 2007.  Information for the past  two fiscal years is required by Item
304(a)(1)(ii) of Regulation S-K.
3. Please amend your Form 8-K to include the required letter from your former
auditor as Exhibit 16.
     Please file your response and amendm ent via EDGAR in response to these
comments within 5 business days after the date  of this letter.  Please contact the staff
immediately if you require longer th an 5 business days to respond.

We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing review ed by the staff to be certain that they have provided all
information investors require for an inform ed decision.  Since the registrant and its
management are in possession of all facts rela ting to a registrant’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 registrant acknowledging that:
• the registrant is responsible for the adequacy and accuracy of the disclosure in the filing;
• staff comments or changes to disclosu re in response to staff comments
do not foreclose the Commission from taking any action with respect to the filing; and
• the registrant may not assert st aff comments as a defense in any
proceeding initiated by the Commissi on or any person under the federal
securities laws of the United States.

 Mr. Benjamin C. Croxton EClips Energy Technologies, Inc. April 16, 2009 Page 3 of 3    In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.    If you have any questions, please call me  at (202) 551-3606.  In my absence, you
may call Brian Cascio, Branch Chief at (202) 551-3676.         S i n c e r e l y ,           J e a n n e  B e n n e t t         S t a f f  A c c o u n t a n t