SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

Mail Stop 0407

      							June 9, 2005

Mr. James H. Alexander
President/Chief Executive Officer
World Am, Inc.
1400 West 122nd Avenue
Suite 104
Westminster, CO 80234

	Re:	World Am, Inc.
      Form 10-KSB for Fiscal Year Ended December 31, 2004
		Filed April 21, 2005

		Form 10-QSB for Fiscal Quarter Ended March 31, 2005
		File No. 000-30639

Dear Mr. Alexander:

      We have reviewed your filings and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Where indicated, we think you should
revise your documents 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 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
filings.
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 Fiscal Year Ended December 31, 2004

Item 6 - Management`s Discussion and Analysis

Critical Accounting Policies

(c) Revenue Recognition

1. In order to clarify your revenue recognition policies, please
address the following items in your response letter:

* Explain to us in more detail the nature of your long-term
contracts
and fixed price contracts and tell us why the revenue recognition
policy is different for each.  Further, explain to us why you
believe
the percentage-of-completion method, rather than the as completed
method, is the appropriate revenue recognition method for your
fixed
price contracts.
* We note from the Description of Business that you are dependent
upon 6 dealers for a substantial portion of your business.
Explain
to us in detail the nature of your relationship with these dealers
and tell us whether you recognize revenue at the point of delivery
to
the dealer or at the point of delivery to the final customer.
* We also note from the Description of Business section that you
act
as a dealer rather than a manufacturer of certain products that
you
sell.  Tell us whether you report this revenue gross as a
principal
versus net as an agent and explain to us your consideration of
EITF
99-19 in making this determination.
* Based on our understanding of your business, it appears that the
majority of the products that you sell must be installed at the
customer`s site.  Tell us whether these installation services are
provided by you and tell us how these installation services impact
your revenue recognition.

In addition to providing us with this information in your response
letter, please also add a note to your financial statements that
describes your revenue recognition policies in detail.  Reference
all
pertinent, authoritative, accounting literature that supports your
accounting treatment in your response.

Item 8A. Controls and Procedures

2. We note your disclosure that your disclosure controls and
procedures are "effective to ensure that information required to
be
disclosed by us in the reports that we file or submit under the
Exchange Act is recorded, processed, summarized and reported,
within
the time periods specified in the Commission`s Rules and forms."
Since you restated your financial statements for the year ended
December 31, 2003 and the quarter ended March 31, 2004 it appears
that your disclosure controls and procedures were ineffective as
of
December 31, 2004.  Please revise, or tell us why you believe they
were effective.

3. We note your disclosure that "there were no significant changes
in
the Company`s disclosure controls and procedures, or in other
factors
that could significantly affect those controls and procedures,
since
their most recent evaluation."  Item 308(c) of Regulation S-B
requires the disclosure of any change in your internal control
over
financial reporting identified in connection with an evaluation
thereof that occurred during your last fiscal quarter that has
materially affected, or is reasonably likely to materially affect,
your internal control over financial reporting.  Please confirm
for
us in your response letter that there was no change in your
internal
control over financial reporting that occurred during your fourth
fiscal quarter in 2004 and the quarter ended March 31, 2005 that
has
materially affected, or is reasonably likely to materially affect,
your internal control over financial reporting, and revise to
provide
the disclosure required by Item 308(c) of Regulation S-B.

Certifications

4. We note that you only provide certifications signed by your
President/Chief Executive Officer.  Please tell us in your
response
letter whether this individual also acts as the principal
financial
officer.  If so, please revise to provide titles underneath the
signature that indicates the individual acts as both the principal
executive officer and principal financial officer.  You should
also
indicate this fact in the signatures section of your 10-KSB.
Otherwise, please tell us in your response letter who does act as
the
principal financial officer.

Form 10-QSB for the quarter ended March 31, 2004

5. To the extent applicable, please also revise your Form 10-QSB
to
comply with the comments above.

*    *    *    *

      As appropriate, please amend your filings 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 amendments to expedite our review.  Please furnish a cover
letter
with your amendments 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 amendments and responses to our
comments.

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings to be certain that the filings
include 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 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

* 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 filings or
in
response to our comments on your filings.

      You may contact Adam Washecka, Staff Accountant, at (202)
551-
3375 or Ivette Leon, Assistant Chief Accountant, at (202) 551-3351
if
you have questions regarding comments on the financial statements
and
related matters.  Please contact me at (202) 551-3810 with any
other
questions.

								Sincerely,

								Larry Spirgel
								Assistant Director

??

??

??

??

Mr. James H. Alexander
World Am, Inc.
June 9, 2005
Page 4

</TEXT>
</DOCUMENT>