SecProbe.io

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                                                      November 28,
2005

Mail Stop 4561

Arthur Davis
2533 North Carson Street
Carson City, Nevada  89706

      Re:	ATM Financial Corporation
		Form 10-KSB for the year ended December 31, 2004
	Form 10-QSB for the quarters ended March 31, 2005, June 30,
2005, and September 30, 2005
		File No. 333-103647

Dear Mr. Davis:

      We have reviewed your filing above referenced 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.  As such, all persons who are
responsible
for the adequacy and accuracy of the disclosure are urged to be
certain that they have included all information required pursuant
to
the Securities Exchange Act of 1934.

      Where indicated, we think you should revise your documents
in
response to these comments in future filings.  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 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.

Form 10-QSB for the period ending March 31, 2005

Item 1 - Financial Statements

Statement of Operations

1. We noted that you recognized a debt settlement gain of $10,665
as
of March 31, 2005.  Tell us how this debt was settled.  We note
that
you did not record a cash outflow for the repayment of debt in
your
Statement of Cash Flows.  Please clarify if these amounts were
forgiven or repaid and the terms that support the gain recognized
in
your financial statements.

Item 3 - Controls and Procedures

2. Reference is made to Item 3 within Forms 10-QSBfor the periods
March 31, 2005, June 30, 2005, and September 30, 2005.  We noted
that
you evaluated disclosure controls and procedures within 90 days
prior
to the filing date.  In future filings, the disclosure should be
made
to conclude on the effectiveness as of the end of the period
covered
by the report in accordance with the requirements in Item 307 of
Regulation S-B. Please confirm you will revise your disclosures in
future filings.

3. Reference is made to Item 3 within Forms 10-QSB for the periods
March 31, 2005, June 30, 2005, and September 30, 2005.  We note
your
statement that your chief executive officer and your chief
financial
officer "have concluded that said information was accumulated and
communicated to management as appropriate to allow timely
decisions
regarding required disclosure."  It does not appear that your
certifying officers have reached a conclusion that your disclosure
controls and procedures are effective.  Clarify to us your
officers`
conclusions regarding the effectiveness of your disclosure
controls
and procedures and revise in future filings.  Also, advise us if
you
plan to revise your disclosures in future filings.

*    *    *    *

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Detailed cover letters greatly facilitate our review.  Please file
your cover letter on EDGAR.  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 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 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 Yolanda Crittendon, Staff Accountant, at
(202)
551-3472 or the undersigned at (202) 551-3413 if you have
questions.

							Sincerely,

            Cicely Luckey
      Branch Chief

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Arthur Davis
ATM Financial Corporation
November 29, 2005
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