SecProbe.io

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Mail Stop 3561

      September 2, 2005

Larry L. Eastland
President and Chief Executive Officer
Great American Family Parks, Inc.
208 South Academy Avenue, Suite 130
Eagle, Idaho 83616

	Re: 	Great American Family Parks, Inc.
Registration Statement on Form SB-2
      Filed August 4, 2005
		File No. 333-127199

Dear Mr. Eastland:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document 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 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. Please refer to a stock report regarding your company dated
July
2005 issued by OTC Financial Network and publicly available at
www.otcfn.com.  The communication focuses on key attributes of the
company and its prospects.  Among the content of the communication
are statements that "GFAM`s goal is to acquire five parks in three
years, positioning it to potentially generate $100 million in
total
revenues by 2008," "Management anticipates Animal Safari to
generate
return on investment between 18-22% by year-end 2005," and "With a
calculated strategy for growth, GFAM represents an exciting
investment that capitalizes on a profitable segment of the
entertainment industry."  The communication contains a disclaimer
indicating that "OTC Financial Network has received fees for
services
including a monthly retainer fee of five thousand dollars for
creation and distribution of materials, including this report."
Please tell us the following:

* Identify whether you or any of your affiliates or selling
stockholders or their affiliates contributed to the fees paid to
OTC
Financial Network or had any other arrangement with respect to the
communication cited above.  In this regard, we note from the
communication that the OTC Financial Network is a division of
National Financial Communications Corporation.  We further note
that
National Financial Communications Network is a listed selling
stockholder in your offering and that page 23 of the prospectus
states that you have entered into a Public Relations Consulting
Agreement with National Financial Communications Network, Inc.

* If, as it appears, you or your affiliates or selling
stockholders
or their affialties have a connection with the communication, then
specifically cite to us whether each of the statements in the
communication, not just the ones highlighted above, is contained
in
your registration statement.

* Also, if as it appears there is a connection with the
communication, then please provide us with your analysis of why
this
information does not constitute publication of information and
statements made in advance of a proposed financing that has the
effect of arousing public interest in the issuer or its securities
in
violation of the Securities Act.
2. We note the disclosure on page 36 that states that First
Montauk
Securities has "indicated a willingness to act as a selling agent
on
behalf of the selling shareholders."  Please provide us with your
analysis as to whether First Montauk Securities should be
considered
a statutory underwriter of all the securities in this offering.
3. We note that currently there is no established public market
for
your common stock.  As such, it does not appear that your offering
provides adequate information about the price at which shares are
to
be offered.  See Item 16 of Schedule A to the Securities Act of
1933.
Please revise the prospectus to set a fixed price at which the
selling stockholders will offer and sell their shares in the
offering.  Your plan of distribution may provide that the selling
stockholders will sell at a fixed price of $X per share until your
shares are quoted on the OTC Bulletin Board, and thereafter, at
prevailing market prices or privately negotiated prices.  Please
make
corresponding adjustments throughout your prospectus, or advise.

Recent Developments, page 6
4. Please revise this summary disclosure to focus on the key
business
and financial aspects of the transactions you discuss, rather than
a
detailed list of their terms, which is more appropriate for the
body
of the prospectus.  The summary is only intended to provide a
brief
snapshot of the offering.  See Instruction to Item 503(a) of
Regulation S-B.

Risk Factors, page 9
5. Item 503(c) of Regulation S-B states that issuers should not
"present risk factors that could apply to any issuer or to any
offering."  Some of your risk factors are overly generic and
should
be revised to discuss how they specifically present risks to you.
For instance, we note the following:

* "Our Historical Financial Statements do not Reflect Our Entire
Business," page 10;

* "A Downturn in Economic Conditions Could Adversely Affect Our
Business," page 10; and

* "We Face Strong Competition From Numerous Entertainment
Alternatives," page 15.

We May Never Become Profitable nor Continue . . ., page 9
6. Please clarify that your audit opinion contains a paragraph
expressing doubt regarding your ability to continue as a going
concern.

We Have Limited Operating History . . ., page 10
7. Please specify how long you have been operating under your
current
business plan.

The Market Price of Our Common Stock May Decline . . ., page 12
8. Please state the percentage of total common stock represented
by
the shares underlying the warrants.

Market for Common Equity and Related Stockholder Matters, page 14
9. It is unclear how you have 3,184 stockholders of record given
the
few number of private placements performed during the past three
years.  Please advise.
10. Please provide the disclosure required by Item 201(a)(2) of
Regulation S-B.

11. Please delete the equity compensation plan information on the
top
of page 15.  Item 201(d) disclosure is not required in this
document.
See instruction 9 to paragraph (d) of Item 201 of Regulation S-B.
12. The disclosure in note 7 on page 64 states you had a 6-for-1
reverse stock split in December 2003.  Although you state that the
prices provided in the chart are adjusted to reflect all stock
splits, it appears that the data for fiscal 2003 may not have been
retroactively adjusted to reflect the reverse stock split.  All
market prices reported should be adjusted to give retroactive
effect
to the material change resulting from a reverse stock split.
Please
revise accordingly if necessary.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations, page 15
13. As discussed in FR-72, one of the principal objectives of
Management`s Discussion and Analysis is to provide a narrative
explanation that enables investors to see the company through the
eyes of management.  Pursuant to those guidelines, please revise
your
Management`s Discussion and Analysis section to generally focus on
the following: material information, identification and disclosure
of
known trends and uncertainties, and discussion and analysis of
both
past and prospective financial matters.  Additional guidance can
be
found in Item 303(b) of Regulation S-B.
14. With regard to the following specific areas of Management`s
Discussion and Analysis, please revise your disclosures using
these
guidelines:

* Results of Operations - revise to discuss and analyze underlying
causes of all material changes.  For example, you state on page 16
that revenues increased due to additional purchasers of the
products,
but you do not discuss any underlying reasons for the increase in
revenues, nor the probability that this trend will continue.
Also,
it would appear that the four new employment agreements entered
into
on February 1, 2005 and disclosed under Employment Agreements on
page
22 would result in a material change in general & administrative
expenses that should be described as a factor that increased
expenses
in the interim period of fiscal year 2005 as compared to fiscal
2004.

* Liquidity and Capital Resources - revise to enhance your
analysis
and explanation of the sources and uses of cash, and material
changes
in particular items underlying the major captions reported in your
financial statements.  This section should also address your
working
capital deficit and ability to continue as a going concern.

* Critical Accounting Policies - this section is intended to focus
on
the sensitivity aspects of critical accounting policies, that is,
the
likelihood that materially different amounts would be reported
under
different conditions or assumptions.  Please revise accordingly.

Description of Business, page 18
15. Please describe the development of your business within the
last
three years.  Specifically, discuss the changes in your business
and
the transition to your current business plan.
16. Please expand your disclosure to provide all the information
required by Item 101 of Regulation S-B.  Your business description
should provide investors with information that would be material
in
understanding your business.

Consulting Agreements, page 23
17. We note consulting agreements with National Financial
Communications Network and Mark Wachs & Associates.  Please expand
your disclosure to specify the material terms of the agreements.

Selling Stockholders, page 24
18. Please clarify the disclosure in your prospectus to describe
the
transactions related to footnotes 4-6 and the circumstances in
which
the selling shareholders acquired the securities being registered.
For instance, you should specify why shares were issued to the
selling stockholders pursuant to the acquisition agreement between
Great Western Parks LLC and Royal Pacific Resources, Inc. and what
services were exchanged for the common stock as indicated in
footnote
5.
19. It is unclear why you state your prospectus relates to
30,371,045
shares of common stock when you are registering 29,322,663 shares.
Please advise or revise.
20. Please identify the individuals who have voting or investment
control over the shares held by the nonpublic entities named in
the
table and footnotes.  See Interpretation I.60 of Telephone
Interpretation Manual (July 1997) and Interpretation 4S of
Regulation
S-K section of March 1999 Supplement to Manual.
21. Tell us which selling stockholders, if any, are broker-
dealers,
and identify them as underwriters.
22. For each selling stockholder that is an affiliate of a broker-
dealer, disclose if true that:

* The selling stockholder purchased the shares in the ordinary
course
of business, and

* At the time of the purchase of the securities to be resold, the
seller had no agreements or understandings, directly or
indirectly,
with any person to distribute them.

Plan of Distribution, page 37
23. We note disclosure indicating that selling stockholders may
sell
short shares of the company`s common stock.  Please discuss the
effect of short-selling on your market price.

Forward-Looking Statements, page 40
24. Please remove your reference to the forward-looking statement
safe harbor protection of the Private Securities Litigation Reform
Act of 1995, as such safe harbor does not apply to forward-looking
statements made in connection with an initial public offering.
See
Section 27A to the Securities Act of 1933.

Available Information, page 40
25. We note that you reference the old address of the Securities
and
Exchange Commission.  Please revise to include our new address at
100
F Street, NE (Washington, DC 20549).

Financial Statements, page 41
26. Please consider the financial statement updating requirements
of
Item 310 of Regulation S-B, on an ongoing basis.  In this regard,
your amended Form SB-2 should contain updated interim financial
statements.  In addition, the updated financial statements should
contain additional separate footnotes on the completed June 2005
acquisition of Ron Snider & Associates, Inc. including the Real
Estate Purchase agreement with all disclosures required by SFAS
141
(e.g. paragraphs 51-52, etc.) and the June 2005 Private Placement
of
common stock and common stock purchase warrants.
27. We also note your disclosure on page 16, Management`s
Discussion
and Analysis-Company History, and page 19, Acquisition of Ron
Snider
& Associates, with respect to the acquisition agreement extension
payments.  In this regard, amounts paid by an acquirer to extend
the
closing date of an acquisition can be viewed as a penalty payment
for
non-timely closing of an acquisition which does not directly
relate
to the assets acquired and liabilities assumed.  Therefore, we
believe the $50,000 cash and fair value of the 50,000 shares of
common stock extension payments should be treated as an indirect
and
general expense, not a direct cost, related to the business
combination that should be expensed as incurred in the updated
financial statements with appropriate disclosure in the notes to
those financial statements.  Refer to the guidance in paragraph 24
of
SFAS 141.  Please revise and advise accordingly.

Significant Transactions with Related Parties, page 51
28. The updated interim financial statements should contain
disclosures in the Related Party or Commitment footnote describing
the February 2005 employment agreements and consulting agreement
discussed under Executive Compensation on pages 24-25.  The
disclosures should also contain the minimum payments required over
the three-year agreement periods.  Please revise accordingly.

Consolidated Statement of Cash Flows, page 58
29. Please revise to add supplemental disclosure showing the
amount
of interest and taxes, if any, paid during each period shown, in
accordance with SFAS 95.  Accordingly, please make this revision
for
all subsequent periods shown.

Revenue Recognition, page 59
30. Please tell us supplementally, and expand your revenue
recognition disclosure in the notes to the financial statements,
to
include a discussion of your major sources of revenue and the
revenue
recognition policy associated with each, in accordance with the
guidelines in SAB 104.

Note 3. Recognized Advance Loan Fee, page 61
31. We note your disclosure that collateral to secure the debt
included a second deed of trust on real property owned by a member
of
CCC.  This does not appear to meet the definition of an asset, as
defined by paragraphs 25-31 of FASB Statement Concept No. 6.
Furthermore, we note that the collateral provided for a reduction
of
the interest rate that would have been otherwise incurred on the
loan.  It appears this should be viewed analogous to the guidance
in
Topic 5T, Staff Accounting Bulletin No. 79, whereby the
shareholder,
a member of CCC, is effectively paying an expense, through the
reduction in interest cost, on behalf of the company.  In this
regard, the amount or value of the collateral would be reflected
as a
discount to the debt, rather than an asset, in the financial
statements with the discount amortized to interest expense over
the
life of the debt on the interest method.  Therefore, please
reclassify the amount as a discount to the debt, with the expense
reflected as additional interest expense in the consolidated
statement of operations.  The notes to the financial statements
should also be revised to describe the accounting treatment
thereof.
Please revise accordingly.

Note 10. Going Concern, page 65
32. We note your discussion of your ability to conti