SecProbe.io

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Mail Stop 6010

      August 9, 2005

VIA U.S. MAIL AND FAX 61 73221 9788

Mr. James D. MacDonald
Chief Financial Officer
Metal Storm Limited
Level 34, Central Plaza One
345 Queen Street
Brisbane, QLD, 4000
Australia

	Re:	Metal Storm Limited
		Form 20-F for the year ended December 31, 2004
		Filed June 15, 2005
		File No. 000-31212

Dear Mr. MacDonald:

      We have reviewed your filings and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and will make no further review 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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 20-F for the year ended December 31, 2004

Report of Independent Registered Public Accounting Firm

1. We note that your auditors did not audit the cumulative balance
from the date of inception (April 13, 1994) through December 31,
2004.  An auditors association with the cumulative data is
required
on an annual basis as long as you are in the development stage.
Revise to include an auditors report clearly identifying this
period
as audited or discuss why you believe no audit is necessary.

Consolidated Balance Sheets, page F-3

2. Revise to present goodwill as a separate line item on your
balance
sheet as required by SFAS 142, paragraph 43.

Consolidated Statement of Cash Flows, page F-10

3. We note non-cash transactions including an acquisition
consummated
for, in part, non-cash consideration not summarized on page F-10.
As
required by SFAS 95, all non-cash financing and investing
transactions should be summarized on the face of the statement of
cash flows or disclosed in a single clearly identified footnote.
If
the acquisition was considered non-cash financing/investing
activity
for financial reporting purposes, revise to provide the disclosure
required by paragraph 32 to SFAS 95.

Note 1. Summary of Significant Accounting Policies, page F-11

Basis of Presentation, page F-11

4. We note that the financial statements are presented in U.S.
dollars.  Revise the financial statement footnotes to quantify all
amounts in terms of U.S. dollars.  We refer, particularly, to the
options issued to executives and employees in Note 15. Revise all
narratives throughout the filing to quantify amounts and balances
in
terms of U.S. dollars, as well.  We will not object if you wish to
also quantify these amounts in terms of Austrian dollars.
However,
the current presentation is confusing.

      As appropriate, please amend your Form 20-F for the year
ending
December 31, 2004 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 that keys your
responses
to our comments and provides any requested supplemental
information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
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 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 filings;

* Staff comments or changes to disclosure in response to 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.

      You may contact Julie Sherman, Staff Accountant, at (202)
551-
3640, or me at (202) 551-3554 if you have questions regarding
these
comments.  In this regard, do not hesitate to contact Martin
James,
the Senior Assistant Chief Accountant, at (202) 551-3671.

								Sincerely,

								Angela Crane
								Branch Chief

Mr. James D. MacDonald
Metal Storm Limited
August 9, 2005
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