SecProbe.io

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								December 29, 2005

Mr. Samuel Veasey
Chief Financial Officer
Wellstone Filters, Inc.
250 Crown Boulevard
Timberlake, North Carolina  27583

	Re:	Wellstone Filters, Inc.
		Form 10-K for Fiscal Year Ended December 31, 2004
Filed April 15, 2005
		Form 10-Q for Fiscal Quarter Ended March 31, 2005
      Filed May 16, 2005
		File No. 0-28161

Dear Mr. Veasey:

      We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our 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 information so we may better understand
your
disclosure.  After reviewing this information, we may 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 Fiscal Year Ended December 31, 2004

Management`s Discussion and Analysis or Plan of Operations, page
12

1. Your discussion indicates you have patented technology for
cigarette filters.  Your disclosure on page 9 indicates these
patents
were owned by Cerami Consulting and that the rights under these
patents are licensed to you.  Tell us how and when you obtained
the
licenses to the patents to which you refer, what consideration was
given to obtain the patents, and how the transaction was valued
and
recorded on your financial statements.  We may have further
comment.

2. It appears your business is substantially dependent on licensed
patents for cigarette filter technology.  File any contracts
related
to these patents as exhibits to your amended Form 10-KSB, or
incorporate such documents by reference as appropriate.  Such
exhibits are required and defined in Regulation S-B 601(a) and
(b)(10)(i)(B).

3. Expand your Management`s Discussion and Analysis to address the
15,000,000 shares of common stock issued to a related party for
services rendered.

Controls and Procedures, page 15

4. You have stated that you conducted an evaluation of the
effectiveness of your disclosure controls and procedures as of
December 31, 2004.  Provide your conclusion as to the
effectiveness
of your disclosure controls and procedures as of December 31,
2004,
as required by Regulation S-B 307.

Exhibits, page 21

5. Based on our review of your filing, we note that:

* you have issued warrants in connection with debt,
* you have  issued 15,000,000 shares of common stock for services,
and
* you have issued a total of  22,500,000 options to your Chief
Executive and Chief Financial Officers in fiscal 2004 as
compensation.

Please file the following exhibits related to the above items as
part
of your amended Form 10-KSB, or incorporate such documents by
reference as appropriate.  Such exhibits are required and defined
in
Regulation S-B 601(a) and (b) as follows:

* Instruments defining the rights of security holders, as defined
in
Regulation S-B 601(b)(4),
* Material contracts, as defined in Regulation S-B
601(b)(10)(i)(A),
including any contract to which directors or officers are parties,
and
* Any compensatory contract adopted without the approval of
security
holders pursuant to which equity may be awarded or any
compensatory
plan in which any employee participates, as defined in Regulation
S-B
601(b)(10)(ii)(B).

Exhibits 31.1 and 31.2, page 21

6. We note that the wording of your certifications does not
conform
to the requirements as specified in Financial Release 33-8238.
Please provide the correctly worded certifications in an amended
filing.

Financial Statements

Notes to Consolidated Financial Statements

Note 4.  Related Party Transactions, page 9

7. Your disclosure on pages 2 and 9 indicates the patents licensed
to
you are owned by Cerami Consulting Company.  Tell us why you
believe
Cerami Consulting Company is not a related party as defined under
Statement of Financial Accounting Standards (SFAS) Number 57.
Otherwise, provide the disclosures required under SFAS 57 with
respect to the patent licensing agreements.  In particular,
address
the requirements SFAS 57, paragraph 4.

Form 10-QSB for the Fiscal Quarter Ended March 31, 2005

Controls and Procedures, page 14

8. We note your disclosure that your Chief Executive Officer and
your
Chief Financial Officer concluded that the Company`s disclosure
controls and procedures are effective, in enabling the Company to
record, process, summarize and report information required to be
included in the Company`s periodic SEC filings within the required
period of time.  Revise to clarify, if true, that your officers
concluded that your disclosure controls and procedures are also
effective to ensure that information required to be disclosed in
the
reports that you file or submit under the Exchange Act is
accumulated
and communicated to your management, including your chief
executive
officer and chief financial officer, to allow timely decisions
regarding required disclosure.
9. We note that your auditors identified material weaknesses in
conjunction with their audits of the financial statements for the
fiscal year ended December 31, 2004.  You stated in your Form 10-
KSB
that you were in the process of improving your internal controls
over
financial reporting and that additional efforts were needed. As
such,
it is unclear how you were able to certify that disclosure
controls
and procedures were effective as of March 31, 2005, particularly
since you state in your Form 10-QSB that there were no material
changes in your internal controls over financial reporting during
the
first quarter.

Revise your filing to disclose what remedial steps were
implemented
during this quarter to allow you to reach your conclusion as to
the
effectiveness of your disclosure controls and procedures as of
March
31, 2005.

Closing Comments

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment 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.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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.

	You may contact Gary Newberry at (202) 551-3761, or Sandra
Eisen
at (202) 551-3864, if you have questions regarding comments on the
financial statements and related matters.  Please contact me at
(202)
551- 3684 with any other questions.

								Sincerely,

								April Sifford
								Branch Chief

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Mr. Samuel Veasey
Wellstone Filters, Inc.
December 29, 2005
page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
100 F Street, N.E.
WASHINGTON, D.C. 20549-7010

   DIVISION OF
CORPORATION FINANCE
MAIL STOP 7010

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