SecProbe.io

CORRESP
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    [SPECTRUM
      LAW GROUP, LLP LETTERHEAD]

    E-Mail: mindeglia@spectrumlawgroup.com

    File
      No.: 10005.02

    September
      14, 2005

    VIA
      EDGAR AND FEDERAL EXPRESS

    Securities
      and Exchange Commission

    Division
      of Corporation Finance

    450
      5th
      Street, N.W.

    Washington,
      D.C. 20459

    Mail
      Stop
      0304

            Re:

              Excalibur
                Industries, Inc.

                Preliminary
                  Proxy Statement on Schedule 14A amended July 21, 2005

                Annual
                  Report on Form 10-KSB for the year ended December 31, 2004, amended
                  July
                  21, 2005

                Quarterly
                  Report on Form 10-QSB for the quarter ended March 31, 2005, amended
                  July
                  21, 2005

                SEC
                  File No. 0-30291

Ladies
      and Gentlemen:

    On
      behalf
      of our client, Excalibur Industries, Inc., a Delaware corporation (“Excalibur”),
      set forth below are Excalibur’s responses to the staff’s comments, delivered by
      way of its letter dated September 14, 2005, numbered in a manner to correspond
      to the order to which the staff’s comments were delivered.

    Form
      10-QSB for the Quarter ended June 30, 2005

    Note
      4 - Common Stock, page 6

    1.  Excalibur
      accounted for the issuance of 29,998,500 shares of restricted stock by crediting
      Stockholder’s Equity in the amount of $29,999 and debiting Selling, General, and
      Administrative Expense in the amount of $29,999, pursuant to FAS
      123.

    It
      appears that Excalibur recorded the stock compensation expense in the
      2nd
      quarter,
      rather than recording it as a deferred compensation expense as a “contra-equity”
      account, in contravention of FAS 123. Excalibur will make the appropriate
      adjustments to its financials in the 3rd
      quarter;
      however, Excalibur does not believe that the amount of the adjustment is
      material enough to merit a restatement of its 2nd
      quarter
      financial statements.

      Securities
        and Exchange Commission

      Division
        of Corporation Finance

      September
        14, 2005

      Page
        2

    In
      April
      2005, the board of directors of Excalibur obtained an independent corporate
      valuation of Excalibur Industries, Inc. from Lehrer Financial and Economic
      Advisory Services (“Lehrer”). We have enclosed a copy of the corporate valuation
      for your review. Lehrer conducted a summary appraisal valuation and a financial
      review of Excalibur’s ongoing and operating corporation, and Lehrer also
      performed its own independent valuation of the fair market value of Excalibur
      Industries as of April 2005. Lehrer’s conclusion, set out on page 57 of the
      report, is that the final reconciled value of Excalibur in April 2005, based
      on
      three separate valuation approaches, was zero.
      The
      bases for this conclusion are set forth in the report.

    On
      May
      11, 2005, Excalibur’s common stock was quoted at $0.03 per share; however,
      according to the published reports available on Yahoo.com, the stock did not
      actually trade that day, and had not traded since April 28, 2005. Further,
      according to Yahoo.com, less than 100,000 shares of Excalibur’s common stock had
      traded in the entire month of April.

    Based
      on
      the Lehrer corporate valuation and the thinly-traded nature of the common stock,
      the board of directors of Excalibur determined in good faith that the fair
      market value of shares of the common stock on the date of grant of the
      restricted stock awards was par value, or $0.001 per share.

    On
      behalf
      of Excalibur, please be advised that Excalibur has endeavored to respond fully
      to each of the staff’s comments. We acknowledge and understand that any comment
      from the staff regarding these issues would not be binding and would not commit
      the staff in any manner. Further, Excalibur acknowledges the
      following:

            ·

              It
                is responsible for the adequacy and accuracy of the disclosure in
                its
                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
                filings; and

            ·

              Excalibur
                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.

      Securities
        and Exchange Commission

      Division
        of Corporation Finance

      September
        14, 2005

  Page
    3

    Please
      advise us as soon as possible if the staff has any further comments relating
      to
      the Proxy Statement or the related amendment. You can contact the undersigned
      at
      (949) 851-4300. Thank you in advance for your courtesy and
      cooperation.

              Very
                truly yours,

              Spectrum
                Law Group, LLP

              /S/
                Marc A. Indeglia

              Marc
                A. Indeglia

    MAI:wfr

    Enclosures

            cc:

              Excalibur
                Industries, Inc. (w/enclosure)

                Malone
                  & Bailey, PLLC (w/enclosure)

                Craig
                  Slivka, Esq. (w/enclosure via Federal Express)

                Nudrat
                  Salik (w/enclosure via Federal
                  Express)