SecProbe.io

CORRESP
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August 9, 2005

George F. Ohsiek, Jr.

Securities and Exchange Commission

Mail Stop 3-8

Washington D.C. 20549

Re:
Stereo Vision Entertainment

         Your Letters of April 14, 2005
and July 8, 2005

Dear SEC:

The following proposed language or amended charts are offered for preliminary
review prior to the re-filing of the 10QSB's and 10KSB that would contain the respective
modifications.  The statements below are in response to your April 14, 2005 and
July 8, 2005 letters.

Liquidity and capital Resources/Form 10KSB

The following rewritten section would be provided in the 10KSB in the Item 6
sector concerning Management's Discussion and Analysis:

        PLAN OF OPERATIONS - The following discussion should be read in
conjunction with the Company's audited financial statements.

        SVEI intends to pursue opportunities in four product segments of the
entertainment industry:

                Direct to DVD 2-D and 3-D films

                Feature length 2-D and 3-D films for theatrical release

                Pilots for television series

                Music production

StereoVision intends to be the only company in Hollywood focused on developing a
library of films using 3-D technology. The company intends to develop four new scripts
for Direct-to-DVD movies each year and will concentrate on the most popular genres
including horror, visual thrillers, sci-fi CGI effect movies, comedies and family films.
The company also plans to develop its own record label out of Nashville, Tennessee and
will focus its initial efforts on the production and distribution of compilation albums.

As a development stage company, SVEI has minimal historical operations, no revenues
and negative cash flows.  In order to satisfy cash requirements for SVEI's production and
revenue goals, management must obtain working capital through either debt or equity
financing.

The entertainment industry is an intensely competitive one, where price, service,
location, and quality are critical factors. The Company has many established competitors,
ranging from similar local single unit operations to large multi-national operations. The
entertainment industry may be affected by changes in customer tastes, economic, and
demographic trends. Factors such as inflation, increased supplies costs and the
availability of suitable employees may adversely affect the entertainment industry in
general and the Company in particular.  In view of the Company's limited financial
resources and management availability, the Company will continue to be at a significant
competitive disadvantage vis-a-vis the Company's competitors.

RESULTS OF OPERATIONS - There were no revenues from sales for the two years
ended June 30, 2003 and 2004.  SVEI has sustained a net loss of approximately $2.9
million for the year ended June 30, 2004, which was largely attributable to consulting
expense from stock issuances to consultants.  From May 5, 1999, the Company was a
development stage company and had not begun principal operations. Accordingly,
comparisons with prior periods are not meaningful.

	LIQUIDITY AND CAPITAL RESOURCES

	            The Company has
	developed a detailed plan of operations to exploit the opportunities it sees
	in the entertainment industry and to take advantage of the skills and
	experience of its management team.  On a preliminary basis, the Company
	estimates that it will require approximately $1,000,000 over a period of 12
	months to fund initial development of existing projects ($500,000) as well
	as operate the company ($500,000). In order to fund the actual production of
	a feature film, the Company estimates it will require approximately an
	additional $3,000,000 which it will obtain from a variety of sources
	including partner distributors, tax rebates for on site production in
	certain jurisdictions as well as debt and equity sources. The Company may
	attempt to arrange joint ventures with studios to facilitate the development
	of new movies. In addition, the company estimates it will require
	approximately $2,000,000 to fund its plans in the music and live
	entertainment sectors.

	            The
	aforementioned estimates of capital required are still preliminary in nature
	and are subject to substantial and continuing revisions.  The company is
	currently seeking to obtain both short term working capital in the amount of
	$500,000 to allow it to continue to operate for the next twelve months and
	thereby lessen its dependence on shareholder and third party loans. In
	addition, the company is actively seeking up to $5,500,000 to allow it to
	execute its business plan. The company expects that any capital that it
	raises will be in the form of one or more debt or equity financings. In
	addition, it will also explore off balance sheet means of financing specific
	movie projects. However, there can be no assurances that the Company will be
	successful in raising any required capital on a timely basis and/or under
	acceptable terms and conditions.  To the extent that the Company does not
	raise sufficient capital to implement its plan of operations on a timely
	basis, it will have to curtail, revise and/or delay its business plans.  The
	Company has financed its operations to date from the sale of stock as well
	as loans from related parties. During the nine months ended March 31, 2005
	and 2004, the Company received approximately $135,000 and $395,000 from the
	sale of common stock, and $230,000 and $127,000 from related party loans.
	However, there can be no assurances that additional loans will be
	forthcoming from officers, directors, and shareholders.

Controls and Procedures/Form 10KSB and Form 10QSB

        Item 3 of the 10QSB would be amended to read as follows:

        The Company's Chief Executive Officer and Chief Financial Officer are
responsible for establishing and maintaining disclosure controls and procedures for the
Company.

        (a)    Evaluation of Disclosure Controls and Procedures

        As of the end of the period covered by this report, the company carried out an
evaluation, under the supervision and with the participation of the Company's
management, including the company's President, of the effectiveness of the design and
operation of the company's disclosure controls and procedures pursuant to Rule 13a-15
under the Securities Exchange Act of 1934, as amended (the "Exchange Act").  Based
upon the evaluation, the company's President concluded that, as of the end of the period,
the Company's disclosure controls and procedures were effective in timely alerting him
to material information relating to the Company required to be included in the reports
that the Company files and submits pursuant to the Exchange Act and ensuring
that information required to be disclosed by an issuer in the reports that it
files or submits under the Act is accumulated and communicated to the Company's
management, including our principal executive and principal financial officer,
or persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.

        (b)    Changes in Internal Controls

        Based on
this evaluation for the period ended _______________, there were no changes in the Company's internal controls over financial reporting or in any other areas
that could significantly affect the Company's internal controls subsequent to the date of
his most recent evaluation, including any corrective actions with regard to significant
deficiencies and material weaknesses.

Statements of Operations/Financial Statements page F-4

        Response:    The amounts included in
"loss on investment" and "lawsuit
settlement" have been presented within operating losses on the report.  The amount for
"gain (loss) on trading investments" was the gain on disposal of  "available for sale
securities" that were acquired in the acquisition of Kestrel Equity Corporation on
December 3, 1999.  The report will be revised to show this as a "gain (loss) on available
for sale securities."  The Company is not in the business of trading securities, therefore
this should be included in "Other Income (Expense)". Footnote 6 will be expanded
to explain the $75,000 non-operating expense captioned "investment fee."

Common Stock Transactions, page F-22/Form 10KSB

Note 7 of the Financial Statements will be updated to read as follows:

	        The Company was initially
	authorized to issue 100,000,000 common shares with a par value of $0.001.

	         At inception, the
	company issued 61,200 (1,530,000 pre-split) shares of common stock to its
	officers and directors for services performed and payments made on the
	Company's behalf during its formation. This transaction was valued at
	approximately $0.003 per share or an aggregate approximate value of $5,000.
	These shares were issued under Rule 4(2).

	            On December 2,
	1999, the Company issued 58,800 (1,470,000 pre split) shares of common stock
	in exchange for $350,000 investment in 3-D projects, $255,000 licensing and
	distribution rights, $3,306,900 3-D film production and exhibition
	equipment, and $100,000 patent pending.  On September 25, 2001 the asset
	acquisition was rescinded and the assets acquired were returned and the
	common stock was returned to treasury.

	            In addition to
	the asset acquisition, on December 3, 1999, the company entered into an
	acquisition agreement and plan of reverse merger with Kestrel Equity
	Corporation whereby the company acquired $332 cash, $153,000 trading
	investments, $100,686 reduction in accounts payable, and $366,084 in notes
	payable in exchange for 48,000 (1,200,000 pre-split) shares of common
	stock.  The acquisition was recorded by debiting cash for $332, debiting
	trading investments for $153,000, debiting accounts payable for $100,686,
	crediting notes payable for $366,084, crediting common stock for $48, and
	debiting additional paid in capital for $112,114.  By virtue of the merger
	and asset acquisition, the Company issued 106,800 (2,670,000 pre-split)
	shares of common stock of the surviving corporation and acquired assets
	valued at $4,013,100, or approximately $1.50 per share.

	            On December 31,
	1999, the Company issued 14,000 (350,000 pre-split) shares to several
	employees (Rick Ducommun and Rocco Urbisci) and a consultant for project
	related services rendered and to be rendered, valued at $2.00 per share.
	These shares were issued in reliance upon the Rule 4(2) exemptive
	provisions, and no advertising nor solicitation occurred.

	            On February 14,
	2000, the Company issued 4,000 (100,000 pre-split) shares of common stock as
	payment for services rendered by Mr. Herky Williams valued at $1.00 per
	share. The services rendered were for the development of the company's music
	division. The shares were issued under Rule 4(2) to an officer of the
	Company.

	            On April 17,
	2000, the Company issued 4,000 (100,000 pre-split) shares of common stock to
	Shauna Gilibarti  as payment for marketing related  services valued at
	$100,000. They were cancelled on May 25, 2001 for failure to perform.

	            On May 4, 2000,
	the Company issued 2,200 (55,000 pre-split) shares of common stock for cash
	of $55,000.

	            On June 2, 2000, the Company issued 4,000
	(100,000 pre-split) shares of common stock  to Profit Earth as payment for
	market development services services valued at $100,000. They were cancelled
	for non performance on September 25, 2001.

	            On June 30, 2000, the Company issued 1,420
	(35,500 pre-split) shares of common stock for cash of $35,500.

	            On September 13, 2000, the Company issued
	5,000 (125,000 pre-split) shares of common stock for conversion of notes
	payable totaling $141,250.  The value of these shares was $1.13 per share,
	according to the terms of the original loan agreement.

	            On September
	27, 2000, the company entered into a contract with Ron Whiten to make
	strategic introductions on behalf of the Company to the investment community
	in exchange for 4,000 (100,000 pre-split) common shares. On September 29,
	2000, the shares were issued at a value of $95,000, which was the quoted
	market price on the date of issue. The contract is for a period of time
	covering 3 quarterly financial statements. To the best knowledge and belief
	of the company, no services were performed by Mr.Whiten pursuant to this
	agreement. On May 25, 2001, the 4,000 shares of stock issued to Mr. Whiten
	were cancelled for non-performance of services.

	            On October 27,
	2000, the Company issued 500 (12,500 pre-split) shares of common stock
	valued at $1.00 per share to National Financial Group for financial services
	previously rendered. These shares were issued under Rule 4(2).

	            On November 15,
	2000, the Company issued 32,000 (800,000 pre-split) shares of common stock
	for conversion of notes payable totaling $407,138.  The value of these
	shares was $0.51 per share, according to the terms of the original loan
	agreement.

	            On November 22,
	2000, the Company issued 2,000 (50,000 pre-split) shares of common stock for
	conversion of notes payable totaling $25,000.  The value of these shares was
	$0.50 per share according to the terms of the original agreement.

	            On November 22,
	2000, the Company issued 4,080 (102,000 pre-split) shares of common stock to
	Daniel Symmes as payment for 3-D consulting services valued at $102,000.

	            On December 4,
	2000, the Company issued 400 (10,000 pre-split) shares of common stock as
	payment for services valued at $10,200.

	            On December 14, 2000, the Company issued
	4,000 (100,000 pre-split) shares of common stock to Rod Whiton as payment
	for advertising services valued at $106,000.  These shares were cancelled
	for non-performance on May 25, 2001.

	            On January 23, 2001, the Company issued 600
	(15,000 pre-split) shares of common stock for cash $15,000.

	            On January 30,
	2001, the Company issued 4,724 (118,100 pre-split) shares of common stock to
	six individuals  as payment for services valued at $64,950. These services
	included advising on the film "On Route 66" as well as website design.  On
	May 25, 2001, 2,000 of these shares were cancelled for non-performance.

	            On March 10,
	2001, the Company issued 8,000 (200,000 pre-split) shares of common stock to
	Herky Williams (100,000) and Jerry Crutchfiels (100,000) valued at $154,000
	as payment for services regarding the production of a record album.

	            On April 9,
	2001, the Company issued 3,600 (90,000 pre-split) shares of common stock  to
	Charles Marshall as payment for advertising expense valued at $49,500.

	            Pursuant to an
	agreement made with an affiliate company of Mr. Williams (the
	Secretary-Treasurer and a Director of the Company) called Wilfield
	Entertainment, the Company issued 16,000 (400,000 pre-split) shares of
	common stock at a market price of $.55 per share on April 18, 2001 for its
	participation in the joint venture. The joint venture with Wilfield is for
	the production of thirteen musical albums. The company will supply the
	necessary funding for the production of these albums and after capital
	repayment has occurred, the Company will receive 51% of the profits from the
	projects. The estimated production costs per album are projected to be
	$80,000.

	            On May 25,
	2001, 14,000 (350,000 pre split) shares that were issued during the years
	ended June 30, 2001 and 2000 to various people for services were cancelled.
	These shares were cancelled for non-performance of services.  The expenses
	of $328,500 related to these shares were recorded when the shares were
	issued.  The expenses related to the issuance of these shares were reversed
	upon the cancellation of the shares.

	            On June 1,
	2001, the Company iss