SecProbe.io

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February 10, 2005

Ms. Rita Thomas
President, Director
Mill Creek Research, Inc.
1007 N. Cactus Trail
Seymour, Texas  76380

RE:  	Form 8-K Item 4.01 filed February 10, 2005
	File # 0-30875

Dear Ms. Thomas:

We have reviewed your filing and have the following comments.
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 supplemental
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 filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone number
listed
at the end of this letter.

1. Please amend the report to include all of the information
required
by Item 304(a)(1) of Regulation S-B.  State whether the former
accountant resigned, declined to stand for re-election or was
dismissed, and the date.  The disclosure should also indicate
whether
the board of directors recommended or approved the decision to
change
accountants.

2. In addition, Item 304(a)(1)(ii) of Regulation S-B requires a
statement whether the accountant`s report on the financial
statements
for either of the past two years contained an adverse opinion or a
disclaimer of opinion or was qualified or modified as to
uncertainty,
audit scope or accounting principles; and a description of the
nature
of each such adverse opinion, disclaimer of opinion, modification
or
qualification.  This would include disclosure of uncertainty
regarding the ability to continue as a going concern in the
accountant`s report.

3. The disclosure should also state whether during the
registrant`s
two most recent fiscal years and any subsequent interim period
through the date of resignation, declination or dismissal there
were
any disagreements with the former accountant on any matter of
accounting principles or practices, financial statement
disclosure,
or auditing scope or procedure, which disagreement(s), if not
resolved to the satisfaction of the former accountant, would have
caused it to make reference to the subject matter of the
disagreement(s) in connection with its reports.  In the event of
disagreement(s) and/or reportable event(s), provide the specific
disclosures required by Item 304(a)(1)(iv) of Regulation S-B.

4. Please file a letter from your former accountant, indicating
whether or not they agree with your disclosures in the Form 8-K.

5. File the amendment under cover of Form 8-KA and include the
ITEM 4
designation, including the letter from the former accountant filed
as
an Exhibit 16.

6. When you engage a new accountant, please report the engagement
in
a new Form 8-K and comply with the requirements of Regulation S-B
Item 304 (a)(2).  In making any disclosures about consultations
with
your new accountants, please ensure you disclose any consultations
up
through the date of engagement.

*****

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings reviewed by the staff to be
certain
that they have provided all information investors require.  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 in the filings reviewed by the staff 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.

Please file your supplemental response via EDGAR in response to
these
comments within 5 business days of the date of this letter.
Please
note that if you require longer than 5 business days to respond,
you
should contact the staff immediately to request additional time.
You
may wish to provide us with marked copies of each amended filing
to
expedite our review.  Direct any questions regarding the above to
the
undersigned at (202) 824-5685.

Sincerely,

Jeffrey Gordon
Staff Accountant
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Ms. Thomas
February 10, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0510

         DIVISION OF
CORPORATION FINANCE

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