SecProbe.io

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Mail Stop 03-05

							March 31, 2005

Via U.S. Mail

Corinne Fallacaro
President, CEO and Director
Global Music International, Inc.
20 Old Stagecoach Road
Redding, CT  06896

Re: 	Global Music International, Inc.
	Amendment No. 2 to Form SB-2, filed on March 24, 2005
	File No. 333-120908

Dear Ms. Fallacaro,

      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.

      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 and 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.

Prospectus Cover Page
1. We note your response to prior comment 2.  Accordingly, please
revise your fee table on the registration statement cover page to
reflect that the proposed maximum offering price per share for all
of
the shares you are registering is $.25 per share. Also clarify on
the
front cover that the price is $.25 per share until there is a
trading
market.  Furthermore, please recalculate the proposed maximum
aggregate offering price and amount of registration fee and pay
the
revised fee.

Prospectus Summary, page 1
The Company, page 1
2. We note your response to prior comment 5.  Refer to the
paragraph
that begins with "We obtain our website content from our website
viewer base."  Please expand to disclose that you obtain content
without compensating the artists.

Funds are not and may not be available to pay demand note, page 6
3. We note your response to prior comment 8.  We also note that on
the bottom of page 1 you disclose that prior to the purchase, the
assets were written down to fair value, which was determined to be
$114,500.  Additionally, we note that the difference between the
fair
value of the assets purchased and the note payable was recorded as
a
dividend.  Please revise your risk factor to disclose the fair
value
of the assets and the dividend to Ms. Fallacaro.
4. We note on page 19 you disclose that Ms. Fallacaro has provided
advances that are due on demand.  Please revise to disclose all
amounts that are due to Ms. Fallacaro on demand.

Business of the Company, page 9
Background, page 9
5. We note that in response to comment 9 you have explained your
business model, however, we do not believe that you have discussed
the obstacles that you expect to encounter.  Please revise to
provide
investors with a balanced view of your plan or advise.

Methods of Competition, page 13
6. We note your response to prior comment 14.  Refer to the last
two
paragraphs of this section.  It seems this discussion would be
more
appropriate in your plan of operation section.  Also, please
provide
an estimate of the amount of royalty income that you expect to
generate either per subscriber or on an aggregate basis.

Plan of Operation, page 13
7. Please clarify your response to prior comment 16.  When you say
"There is no charge for this" are you referring to no charge for
submissions by artists or no charge for consumers to view
programming
content on your website?

Management`s Discussion and Analysis
Overview, page 18
8. The deficiency you refer to in the final paragraph on this page
appears to be the total "stockholders` deficiency" per page F-2 of
the filing.  Please revise as appropriate.

Selling Shareholders, page 23
9. Revise the last column of the table to show all the shares
offered
being sold.  Thus, the percentage for each should be zero.

Financial Statements
Accountant`s Report, page F-1
10. Please provide a signed accountant`s report in your next
amendment.  Please see Rule 302 of Regulation S-T for guidance
regarding required signatures within electronic submissions.

Exhibit 10.6
11. We note that sections 3.3 and 3.5(a) of Exhibit A say
"Intentionally Omitted."  Please file a complete copy of the
agreement on EDGAR or supplementally confirm that you have filed
the
complete document.  If you would like to request confidential
treatment for this or any other section, please submit an
application
in accordance with Staff Legal Bulletin No. 1, available on our
website at www.sec.gov.

Exhibit 10.7
12. It seems that the artist agreement gives you license to use
"Licensed Work, without limitation whatsoever, for broadcast on
the
IMN Music Video Channel."  Please supplementally provide your
analysis as to how this agreement gives you license to distribute
artist`s work through agreements with telecoms and platform
providers.  We also note that section 3.7 of your contract with
RealNetworks provides that you are responsible for "obtaining all
rights and licenses necessary for the authorized use and
distribution
of the Programming."

Exhibit 10.8
13. We could not locate section 5.2 of Exhibit A.  Please file a
complete copy of the agreement on EDGAR or supplementally confirm
that you have filed the complete document.  If you would like to
request confidential treatment for this or any other section,
please
submit an application in accordance with Staff Legal Bulletin No.
1,
available on our website at www.sec.gov.

* * * * *

      As appropriate, please amend the registration statement 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 will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Juan Migone at (202) 942-1771 or Margery
Reich
at (202) 942-1839 if you have questions regarding comments on the
financial statements and related matters.  Please contact Rolaine
Bancroft at (202) 824-5537 or me at (202) 942-1850 with any other
questions.

      Regards,

Max A. Webb
      Assistant Director

cc:	Mark C. Perry, Esq.
	via facsimile:  (954) 561-0997
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Corinne Fallacaro
Global Music International, Inc.
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