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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE

      February 17, 2005

Via Facsimile and U.S. Mail

Mr. Michael Montgomery
Chairman of the Board and President
Trek Resources, Inc.
4925 Greenville Avenue, Suite 955
Dallas, Texas  75206

Re:	Trek Resources
Preliminary Information Statement filed on January 13, 2005
File No. 0-32491

Schedule 13E-3 filed on January 13, 2005
      File No. 5-78060

      Form 10-KSB for the year ended September 30, 2004
      Filed on December 29, 2004
      File No. 0-32491

Dear Mr. Montgomery:

      We have reviewed your filings and have the following
comments.
Where indicated, we think you should revise your documents in
response to our 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 numbers
listed
at the end of this letter.

General

1. In your amended Schedule 13E-3 and Schedule14C, provide page
numbers in the EDGAR version.

2. Many of our comments apply to more than one document or more
than
one section.  To prevent the issuance of similar comments, please
review all areas of corresponding disclosure in the various
filings
and make appropriate changes to all affected sections and
documents.

Schedule 13E-3

3. General Instruction C to the Schedule 13E-3 requires you to
provide information about control persons where named filers are
corporate entities.  Confirm that you have provided all of the
disclosure required by Items 3, 5, 6, 10 and 11 with respect to
the
persons specified in General Instruction C or expand to provide
any
additional required disclosure.

Financial Information

4. Please revise your disclosure to provide your ratio of earnings
to
fixed charges as well as your book value per share.  Currently,
the
information you provide in Appendix B of your Information
Statement,
to which you refer, does not include this information.  Please
refer
to Items 1010(a)(3) and (a)(4) of Regulation M-A.

Information Statement

Questions and Answer About the Reverse Stock Split

5. Consider including a Q&A that addresses the tax consequences
for
shareholders who receive stock in the reverse split and provides a
cross-reference to a more detailed discussion.  Please refer to
Item
1013(d) of Regulation M-A.

What are some of the advantages of the reverse stock split?

6. Provide support or clarification for your statement that you
are
obligated to "publicly disclose sensitive, competitive business
information."  In that regard, we note that you have not filed any
requests for confidential treatment of this type of information.

7. Provide a cross-reference to the section of your information
statement that discusses the other alternatives considered by the
company.

What are some of the disadvantages of the reverse stock split?

8. Please revise your disclosure to explain in greater detail the
difference in the amount of public information that will be
available
with respect to the company subsequent to this going-private
transaction.

...What are some of the reasons for going private now?

9. Explain the term "going private" the first time you use it, so
that shareholders will understand the purpose and effect of this
transaction.

Special Factors

10. Clarify to whom you are referring when you use the utilize
"management" as compared to the board.

Background of the Reverse Stock Split

11. Please revise to further discuss Trek`s reasons for going
private
at this particular time.  It appears that a number of the stated
reasons for taking the company private have existed for some time.

12. Explain what you mean by the "contraction of the U.S. capital
markets prior to 2004."  What measure are you using as the basis
for
that statement?

13. Expand the 3rd paragraph to provide examples of situations in
which "competitors had the opportunity to use to Trek`s
disadvantage
financial and other information disclosed in by Trek in its SEC
filings."

14. In the fifth paragraph, quantify the extent to which Hein
would
have increased its fee.

15. In that same paragraph, you reference "considerable discussion
by
the board members."  Provide more detail as to the contents of
that
discussion.

16. Expand your discussion of the background of the reverse stock
split to describe all material negotiations, transactions, or
contacts between your board members and management.  Specifically,
we
note your reference to a number of "informal discussions"
regarding
this transaction.  Please refer to Items 1005(b) and (c) of
Regulation M-A.  Disclose the precise date of each substantive
negotiation or contact and describe the substance of the
discussions
or negotiations rather than merely listing the items discussed.
Identify the participants in and initiator of each meeting. Revise
your discussion of those meetings to provide the reader with more
of
a sense of the content of those discussions.  We note that your
current disclosure is more summary in nature.

17. Please provide the staff with any non-public information or
projections that were material to your determination to proceed
with
this transaction.  Provide us also with the November 19, 2004
memorandum delivered to the board.

Cash-Out Merger

18. You state that non-participating stockholders would not have
the
opportunity to participate in any growth in the value of Trek
following the cash-out merger.  Clarify how that differs from the
reverse stock split by which a number of shareholders will be
cashed
out and will not be able to participate in any future growth of
Trek.

	Sale or Merger of Trek

19. Indicate the number of "other entities` with whom Trek`s
management engaged in "informal discussions."

20. With a view towards further disclosure, tell us, in reasonable
detail, about the "one potential transaction that was ultimately
abandoned."   How did you enter into discussion with that party,
were
terms discussed, were any offers made and, if so, what were they
and
why were they rejected?  When did these discussions take place?

21. Address the consideration given by the board to engaging an
investment advisor for the purpose of seeking out candidates for a
sale or merger transaction.  If you did not engage an advisor for
that purpose, explain the basis for the statement that "management
believes that there is not sufficient interest by other entities
at
this time."  Clarify whether that is the board`s belief as well.

Substantive Factors Favoring the Reverse Stock  Split

22. We note your statement that the board did not consider the
other
valuation methods because "such information was not available to,
or
does not apply to, Trek."  For each of the four points, explain
why
that information is not available or does not apply.  See
Instruction
2 to Item 1014 of Regulation M-A.

Procedural Factors Favoring the Reverse Stock Split

23. Explain to which "standards" you are referring when you claim
that your average trading volume was illiquid.

24. In the section discussing Procedural Factors Disfavoring the
Reverse Stock Split, address the fact that you did not engage a
financial advisor to explore alternative transactions.

Effects of the Reverse Stock Split on Affiliated Stockholders

25. Describe the effects of the transaction on each affiliate`s
interest in the net book value and net earnings of the company in
terms of both dollar amounts and percentages.  See Instruction 3
to
Item 1013 of Regulation M-A.

Effects of the Reverse Stock Split on Trek

26. In response to Item 1013(d) of Regulation M-A, disclose in
greater detail all of the benefits and detriments of the
transaction
for Trek, including the savings to be realized as a result of
terminating registration under the Exchange Act.  Quantify your
response to the extent possible.  See Instruction 2 to Item 1013
of
Regulation M-A.

27. Explain why you give an approximate number of current record
holders.  Provide an actual number as of your record date.

Certain Material Federal Income Tax Consequences

28. Revise your opening sentence to state that you are discussing
all
material federal income tax consequences.  In that regard, also
remove your reference to the summary not discussing all aspects of
federal income taxation as you have already stated that you will
be
discussing the material consequences.

Information Concerning Trek

	Security Ownership of Principal Stockholders and Management

29. We note that you disclose that the directors and officers as a
group hold 71% of the outstanding stock.  However, in your Form
10-
KSB for the year ended September 30, 2004, you state that they
hold
72.4%.  Please advise us of the change in ownership.

30. Add a column to the table indicating the percentage ownership
after the reverse split.

31. Revise footnote (5) to state that this amount also includes
the
50,000 shares of Series A Convertible Preferred Stock held by Mr.
Montgomery.

Certain Relationships and Related Transactions with Affiliates

32. Provide a precise cross-reference to disclosure about your
prior
credit facility with Compass Bank to which you refer in the second
paragraph.

Accounting Comments

Pro Forma Statement of Operations

33. Please remove the adjustment to general and administrative
expenses, as it does not appear to have a continuing impact on the
company.

General

34. Please monitor the requirement to update the financial
statements
as required by Item 310(g) of Regulation S-B.

Form 10-KSB

Description of Business

      Risks Related to Our Business

35. Expand your risk factor discussions to explain the material
harm
or effect on your operations that is likely to result should the
risk
occur.

36. Rather than including language like "there is no assurance
that"
or you "cannot insure that," revise to state the risk plainly and
directly.

Our Properties are Geographically Concentrated

37. Remove the last sentence of this risk factor discussion as it
mitigates the risk that you are trying to convey.

We May Be Unable to Acquire or Develop Additional Resources

38. Remove your reference to the industry as you are required to
discuss risks to your company or operations and such language
mitigates the risk you are trying to convey.

Our Secondary Recovery Project Require Significant Capital
Expenditures...

39. Identify the actual risk that you are trying to convey and the
material harm or effect that is likely to result.

We May Be Required to Write Down the Carrying Value...

40. Remove the last sentence of this risk factor discussion as it
is
more informative in nature and appears to mitigate the risk you
are
trying to convey.

We Do Not Pay Dividends

41. The disclosure in this risk factor is informative in nature
rather than a risk.  As such, remove it.  If you choose to retain
it,
you may place in the document outside of the Risk Factors section.

A Disposition of a Significant Number of Shares of Our Common
Stock...

42. This is not an actual risk to the company.  As such, remove
it.
You may choose to include it elsewhere in the document in a more
appropriate location.

      Developments During Fiscal 2004

43. Identify the party owning the additional interest in the
Maddox
#1 property.  Also, we note that you recently sold your interest.
Identify to whom you sold your interest and whether the
transaction
was at arms` length.

44. Identify your interests in each of the three non-operated
wells
located in Oklahoma.  Also, identify the costs involved.

45. Identify from whom you purchased the two producing natural gas
wells and whether the transaction was conducted at arms` length.

Developments During Fiscal 2003

46. Expand your disclosure regarding Compass Bank to discuss all
the
material terms of this credit facility.  You may also provide a
precise cross-reference to the information.

Title to Our Properties

47. Expand your disclosure to include in the appropriate area of
each
property a discussion of the costs involved in paying the annual
delay rentals to the lessors.

Our Drilling Activities

48. Identify who owns the additional 4% working interests in the
Beggs#1 well.

49. Identify from whom you acquired the interest in the Louisiana
property and whether the transaction was conducted at arms`
length.

We are Affected by Various Laws and Regulations

	Environmental Regulation

50. Identify whether you are required to obtain permits, the
expiration dates of those permits, and the costs involved in
obtaining and renewing the permits.  Also, state whether you are
currently in substantial compliance with all such permits.

51. Move the information entitled "Federal Taxation" to the
appropriate section, as it is currently placed within the
"Environmental Regulation" section.

Management`s Discussion and Analysis of Financial Condition or
Plan
of Operation

52. Expand your discussion of liquidity and capital resources to
address any known trends, events or uncertainties that have or are
reasonable likely to have a material impact on your short-term and
long-term liquidity.

53. State for how long your current working capital is sufficient.

Related Party Transactions

54. Define the terms "farmout arrangements" and "workovers" as the
average investor may be unfamiliar with the terms.

Executive Compensation - Compensation of Directors

55. Identify the date upon which the options expire.
Closing Comments

      File amendments to the Form 10-KSB, Form 14C, and Schedule
13E-
3 in response to these comments.  You may wish to provide us with
marked copies of the amendment to expedite our review.  Please
furnish a cover letter with your amendment 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
amendment and responses to our comments.

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

* staff comments or changes to disclosure in response to staff
comments 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.

	Direct any questions concerning any accounting issues to
Gabrielle Malits (202) 942-2873, or in her absence, to Kimberly
Calder, Assistant Chief Accountant, at (202) 942-1879.  Direct
questio