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CORRESP
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      mainbodyresponseletter

              Cane
                Clark LLP

              3273
                E. Warm Springs

              Las
                Vegas, NV 89120

              Kyleen
                E. Cane*

              Bryan
                R. Clark^

              Chad
                Wiener+

              Scott
                P. Doney~

              Telephone:
                702-312-6255

              Facsimile:
                702-944-7100

              Email:
                bclark@caneclark.com

    October
      6, 2005

    UNITED
      STATES SECURITIES AND EXCHANGE

    COMMISSION-Division
      of Corporation Finance

    100
      F.
      Street NE

    Washington,
      D.C. 20549

    Mail
      Stop
      4561

    ATTENTION:
      Eric McPhee

    Re: United
      American Corporation

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

    Filed
      April 29, 2005

    File
      No. 0-27621

    We
      write
      on behalf of United American Corporation (the “Company”) in response to Staff's
      letter of July 26, 2005 by Daniel L. Gordon, Branch Chief at the United States
      Securities and Exchange Commission (the “Commission”) regarding the
      above-referenced annual report on Form 10-KSB filed April 29, 2005 (the “Comment
      Letter”). On behalf of the Company, we are submitting this response to the
      Comment Letter. The Company will endeavor to supplement this correspondence
      with
      a response to all comments not addressed herein when the Company is able to
      respond completely and accurately. The delay in responding fully to all comments
      is attributable to the Company dismissing its former auditor and engaging a
      new
      auditor coupled with its efforts to remedy errors in the Company’s prior
      disclosure.

    The
      factual information provided herein relating to the Company has been made
      available to us by the Company. Paragraph numbering used for each response
      corresponds to the numbering used in the Comment Letter.

    Sale
      of Teliphone Inc.

            7.

              Please
                tell us the details of the sale of Teliphone Inc. Provide all relevant
                terms of the sale, and indicate how youhave accounted for the sale.
                Additionally, please tell us when you will report this transaction
                on Form
                8-K, or the reasons you believe you are not required to do so.

    In
      response to this comment, the Company reported in its quarterly report on Form
      10-QSB for the period ended June 30, 2005 that it initially proposed to spin-off
      its subsidiary Teliphone, Inc. (“Teliphone”). In April 2005, the Company was
      presented with an opportunity where Teliphone would enter into a merger with
      a
      wholly-owned subsidiary of OSK Capital II Corp. (“OSK”), a public reporting
      company under Section 12(g) of the Securities Exchange Act of 1934. As a result

          *Licensed
            Nevada, California, Washington and Hawaii Bars;

          ^
            Nevada,
            Colorado and District of Columbia Bars

          +
            Illinois, and Wisconsin State Bars ~Nevada

    of
      this
      opportunity, the Company did not present its original proposal to the
      shareholders for their consideration and approval. On April 28, 2005, OSK
      completed its acquisition of Teliphone, pursuant to an Agreement and Plan of
      Merger and Reorganization. At the effective time of the merger, OSK acquired
      all
      of the outstanding shares of Teliphone and Teliphone merged with OSK II
      Acquisition Corp., a Florida corporation and wholly-owned subsidiary of OSK
      Capital II, Corp. Following the merger, Teliphone was the surviving corporation.
      OSK issued 25,000,000 common shares in exchange for all of the issued and
      outstanding shares of Teliphone and these shares of OSK were issued to the
      Teliphone shareholders on a pro rata basis. The Company owned 100 common shares
      of the 104 common shares issued and outstanding in Teliphone. As a result,
      the
      Company received 24,038,462 shares of OSK. Following the effectiveness of the
      merger, OSK had 30,426,000 common shares issued and outstanding. Consequently,
      Teliphone became a wholly owned subsidiary of OSK and OSK is currently a
      majority-owned subsidiary of the Company. The Company’s current proposal is to
      spin-off its majority-owned subsidiary, OSK. The Company intends to present
      this
      proposal to its shareholders for their consideration and approval, but has
      not
      done so at the present time.

    Purchase
      of Interest in Dialek Telecom

            8.

              Please
                tell us the details of your transaction to purchase a majority interest
                in
                Dialek Telecom. Provide all revevant terms of the transaction, and
                indicate how you have accounted for the purchase. Additionally, please
                tell us when you will report this transaction on Form 8-K, or the
                reasons
                you believe you are not required to do so.

    In
      response to this comment, the Company reported in its quarterly report on Form
      10-QSB for the period ended June 30, 2005 that the proposed transaction set
      forth in a letter of intent with Dialek Telecom executed on May 16, 2005 was
      subject to the final negotiation and execution of a definitive agreement. The
      Company further disclosed that the parties were unable to reach an agreement
      on
      acceptable terms and a definitive agreement was never consummated. The Company
      did not report this transaction on Form 8-K because the parties never executed
      a
      definitive agreement.

    If
      you
      have any questions regarding this comment letter, please feel free to contact
      me
      at

    702-312-6255.

    Sincerely,

    /s/
      Bryan
      R. Clark

      Bryan R. Clark