SecProbe.io

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Room 4561
								March 13, 2006

Mr. William E. Sliney
President, Chief Financial Officer and
Director
PASW, Inc.
9453 Alcosta Boulevard
San Ramon, CA 94583

Re:	PASW, Inc.
	Item 4.01 Form 8-K
      Filed March 7, 2006
	File No.  000-26895

Dear Mr. Sliney:

      We have reviewed the above referenced filings and have the
following comments.  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.  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.

1. Please revise the Form 8-K to state the specific date the
former
accountant declined to stand for re-election as required by Item
304(a)(1)(i) of Regulation S-B.
2. We note your disclosure regarding whether there were any
disagreements with the former accountants.  However, the
disclosure
should also state whether during the registrant`s two most recent
fiscal years and any subsequent interim period through the date of
resignation, declination or dismissal there were any disagreements
with the former accountant on any matter of accounting principles
or
practices, financial statement disclosure, or auditing scope or
procedure, which disagreement(s), if not resolved to the
satisfaction
of the former accountant, would have caused it to make reference
to
the subject matter of the disagreement(s) in connection with its
reports.
3. We note your statement that "The Company selected Farber Hass
Hurley & McEwen (Farber) as its new dependent accountant..."  Help
us
understand what you mean by "dependent" accountant and what
services
Farber will be providing.
4. To the extent that you make changes to the Form 8-K to comply
with
our comments, please obtain and file an updated Exhibit 16 letter
from the former accountants stating whether the accountant agrees
with the statements made in your revised Form 8-K.

General

	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 comment, 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.

      As appropriate, please respond to these comments within five
business days or tell us when you will respond.  Please submit all
correspondence and supplemental materials on EDGAR as required by
Rule 101 of Regulation S-T.  Please furnish a cover letter that
keys
your responses to our comments and provides any requested
information.  Detailed cover letters greatly facilitate our
review.
Please understand that we may have additional comments after
reviewing your amendment and responses to our comments.

	You may contact Patrick Gilmore, Staff Accountant, at (202)
551-
3406 or me at (202) 551-3499 if you have questions regarding these
comments.

							Sincerely,

      					Kathleen Collins
      Accounting Branch Chief

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William E. Sliney
PASW, Inc.
March 13, 2006
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