SecProbe.io

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September 14, 2004

Mail Stop 4-6

Mr. John R. Ward
Chairman and Chief Financial Officer
Teknik Digital Arts, Inc.
7377 E. Doubletree Ranch Road, Suite #270
Scottsdale, AZ 85258

Re:	Teknik Digital Arts, Inc.
	Registration Statement on Form SB-2
	File No. 333-118101

Dear Mr. Ward:

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 supplemental
information so we may better understand your disclosure.  After
reviewing this information, we may or may not raise additional
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 the Company`s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have
made.

	Notwithstanding our comments, in the event the Company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such request,
acknowledging that

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the Company from its full responsibility for the adequacy and
accuracy of the disclosure in the filing; and
* the Company may not assert this action 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 connection with our review of your filing or
in response to our comments on your filing.

	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 any other aspect of our
review.   Feel free to call us at the telephone numbers listed at the
end of this letter.

REGISTRATION STATEMENT ON FORM SB-2

Outside Front Cover Page

1. We note from the cover page and page 25 of the filing that the
price at which your common shares are sold may be based on prices
prevailing at the time of sale, or on prices relating to such
prevailing market prices, or on negotiated prices.  As there is not
yet a market for your common shares, please revise the outside front
cover page of the prospectus to include the following language:

"The selling shareholders will sell at a price of $x.xx (or a range)
per share until our shares are quoted on the OTC Bulletin Board and
thereafter at prevailing market prices or privately negotiated
prices."

2. Please delete the reference to the "NASDAQ Over-the-Counter
Bulletin Board."  Instead, you may indicate that the OTCBB is
administered by NASDAQ.

The Offering

3. Please revise the "Use of Proceeds" paragraph to indicate that the
warrants covering 3,300,000 shares of common stock have an initial
exercise price of $2.50.  Additionally, similarly revise your risk
factor entitled, "If we are unable to obtain substantial additional
financing we may not be able to remain in business."

Risk Factors

4. You are required to disclose the "most significant factors" that
make this offering speculative or risky.  Please revise the first
paragraph of this section to indicate clearly that you are describing
the material risks associated with the offering of shares of your
common stock.  Refer to Item 503 of Regulation S-K.  In addition, to
the extent that you do not deem certain other risks material at this
time, you should not refer to them in this section.  In this regard,
please delete the language indicating that the "risks and
uncertainties described [in your risk factors section] are not the
only ones facing [the Company]" and that "[a]dditional risks and
uncertainties that [you] are unaware of or that [you] currently deem
immaterial, also may become important factors that adversely affect
[the Company]."

5. Some of your subheadings merely state a fact about your business
without fully describing the risks associated with that fact.  For
example, we note "We may not successfully develop new products and
services" and "We will be dependent on hardware platform manufacturers
for the manufacture, marketing, distribution and support of products
that we develop for their platforms."  Where you have not already done
so, please revise each of your subheadings to ensure that they
disclose the specific risk or risks that you are discussing in the
text.

6. We note from page 24 that your common shares will be subject to
"penny stock" rules.  Please revise your "Risk Factors" section to
include a discussion of the penny stock rules and the additional risks
they pose to investors.

7. Please revise this section to add a discussion regarding the risks
associated with relying on third parties, such as Quicksilver and
Playentertainment, for the intellectual property necessary to market
your products.

If we endeavor to expand our limited presence in international markets
we will become subject to additional business risks, p.8

8. Please revise this risk factor to indicate the extent to which you
have any current international presence.  Additionally, we note that
you refer to the expansion of your international presence in "Plan of
Operations."  Please revise that section to include more information
about your current international operations, as well.

As a new investor, you will experience immediate and substantial
dilution in the value of our common stock, p.11

9. Please revise the text of this risk factor to provide quantified
information regarding the effect of dilution to shareholders after the
offering.

Use of Proceeds

10. You state that the proceeds from exercises of the warrants, if
any, will be used for general corporate purposes, including working
capital, research and development and expansion of sales and marketing
activities.  Item 504 of Regulation S-B requires that you state how
the net proceeds will be used, indicating the amount to be used for
each purpose or, alternatively, if you have no current specific plans,
that you disclose this fact and discuss the principal reasons for the
offering.  Have you prepared business plans to incur expenses or
engage in activities that could not be funded with the cash flow you
anticipate from continuing operations?  If so, it appears that you
have a plan to use the funds from the potential exercise of the
warrants, which you should more specifically disclose.  Please provide
a detailed supplemental analysis and revise as appropriate.

Selling Security Holders

11. It does not appear that any of the legal entities named as selling
stockholders are reporting companies.  Accordingly, please disclose
the individual or individuals who exercise the voting and/or
dispositive powers with respect to the securities to be offered for
resale by such legal entities.  See Interpretation I.60 of the July
1997 manual of publicly available CF telephone interpretations, as
well as interpretation 4S of the Regulation S-K portion of the March
1999 supplement to the CF telephone interpretation manual.

12. It does not appear that any of the selling stockholders are
registered broker-dealers.  Please confirm.  Additionally, if any of
the selling stockholders are affiliates of registered broker-dealers,
expand the prospectus disclosure to indicate whether they acquired the
securities to be resold in the ordinary course of business.  Also
indicate whether at the time of the acquisition they had any
agreements, understandings or arrangements with any other persons,
either directly or indirectly, to dispose of the securities.

13. We note that an affiliate of the company is offering 3.9 million
shares, or approximately 47% of your common stock issued and
outstanding as of the date of this prospectus.  Please note that we
often take the view that a large offering by selling security holders
who are affiliates of the issuer is, in essence, an offering "by or on
behalf of the registrant" "at the market" that must comply with the
requirements of Rule 415(a)(4).  Please supplementally tell us what
consideration you have given to whether CodeFire Acquisition Corp.`s
offering is really an offering by or on behalf of the company subject
to the requirements of Rule 415(a)(4).  We may have further comment
upon review of your response.

14. Please revise the footnotes to the Selling Security Holders table
to indicate the material terms of the transactions pursuant to which
the selling security holders received their securities.  In this
regard, we would expect to see information regarding the date of and
consideration received in each transaction, any other material terms
of the transactions, the exemptions from registration upon which you
relied for the issuance of the securities and the facts that made such
exemptions available.  Additionally, the agreements governing such
transactions should be filed as exhibits to the registration
statement.  See Item 601(b)(4) of Regulation S-B.

Plan of Operations

Summary of our plan, p.14

15. Explain why you believe you will be able to rely on the exercise
of warrants to provide the additional funds you will need to raise in
the next 12 months.  For example, do you think it is likely that the
warrants will be in-the-money during the next 12 months?  If not, why
do you believe that you will be able to raise additional funds through
the exercise of outstanding warrants?

16. Please revise to provide more information regarding the material
terms of your joint venture with Playentertainment.  We note your
disclosure in the first paragraph of Note 7 to the financial
statements.

Revenue, p.14

17. We note that AniDragon was released in August of 2003 but that you
had not generated any revenues as of March 31, 2004.  Please revise to
explain why AniDragon has not provided any revenues for the Company in
seven months, and disclose your expected timetable for generating
revenues from this product.

Liquidity and Capital Resources, p.15

18. In the last paragraph of this section, you indicate that past
private placements of common stock will provide you with your
immediate financial requirements to enable you to continue as a going
concern.  However, considering that, even including the proceeds of
your past offerings of common stock, your total current assets were
only $12,095, please revise to better explain the basis for your
belief that past private placements will continue to provide you with
additional funds, or revise as appropriate.

19. Consistent with your disclosure in Note 2 to the financial
statements, describe with specificity your liabilities as of March 31,
2004.  In this regard, please identify the related party to whom you
owed $128,224 under the note.  Confirm that you currently do not have
any amount outstanding under any credit facility.  We note your
reference to a "previous revolving line of credit."

Business

20. We note from your disclosure in this section and in other places
throughout the document that you have license agreements regarding
your right to use the "Fear Factor" and "Next Action Star" logos and
related rights and that you are currently developing related products.
Please revise to disclose the duration of these licenses.  See Item
101(b)(7) of Regulation S-B.  Additionally, the durations of any other
current or future material license agreements should be disclosed as
well.

21. Please revise to disclose the amount spent on research and
development activities to date.

Company Overview, page 16

22. Describe in detail the business history of Playentertainment LLP
addressing how long they have been in the business of developing and
marketing videogames for mobile and console applications. Address any
related party relationship you may have with Playentertainment.

23. Discuss the current status of the "Next Action Star" and "Fear
Factor" games.  We note that you intend to launch these products in
September 2004.

Our Technology, p.17

AniGadget

24. Please revise to better explain how this product works.  For
example, would you provide customers with hardware that connects to
your online site and on which customers would play your games?  Your
current disclosure does not clearly indicate how the "device" relates
back to your online distribution model.

Our Markets, p.18

Mobile applications market

25. Please supplementally provide us with support for your statement
that "[d]omestic carriers generally have targeted a revenue split of
20% to the carrier and 80% to the developer."  Additionally, provide
similar support for your statement on page 14 that "[w]ireless
carriers in the United States offer a very favorable revenue sharing
model with mobile application developers, with net revenue to the
application developer generally exceeding 70 to 75% of monthly
subscription fees."

Description of Property, p.19

26. We note that your lease will expire on September 30, 2004.  In
your next amendment, ensure that this section is updated to reflect
whether you have entered into a new lease for the same space or
whether you have negotiated a lease for a different location.

Management

Compensation Committee Interlocks and Insider Participation, p.21

27. We note your disclosure on page 21 indicating that the directors
on the compensation committee have no interlocking relationships.
While you are not required to include this type of disclosure in your
filing, if you choose to do so, please note that Item 402(j)(1)(iii)
of Regulation S-K requires that this section include any disclosure
required by Item 404 of Regulation S-K applicable to a member of the
compensation committee.  As Mr. Ward is the president of CodeFire
Acquisition Corp., which has entered into transactions with the
Company, this disclosure should be revised to include all applicable
information required by Item 404.  You need not repeat the same
information under "Certain Relationships and Related Transactions" and
may include an appropriate cross-reference to "Compensation Committee
Interlocks and Insider Participation" in that section.

Executive Compensation

Summary Compensation Table, p.21

28. Revise your summary compensation table and related footnotes to
disclose current information regarding the compensation received by
all named executive officers in the last fiscal year.  In this regard,
we note that the current disclosure reflects only compensation amounts
paid from January through March of 2003.  Ensure that similar
disclosure throughout the document is updated as well.

Employment Agreements, p.22

29. Your disclosure in this section indicates that Mr. Comstock was
granted options covering 100,000 shares of common stock in fiscal
2003.  However, the summary compensation and option grant tables
indicate that Mr. Comstock was granted options covering only 50,000
shares in fiscal 2003.  Please revise as appropriate or advise.

Plan of Distribution

30. You indicate that the selling security holders may offer their
shares in connection with short sales, including short selling against
the box.  Tell us whether the selling security ho