SecProbe.io

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December 30, 2004

MAIL STOP 0511

Mr. Paul D. Brock, President
Fortune Partners, Inc.
Suite 1100, 1050 West Pender Street
Vancouver, British Columbia
Canada, V6E 3S7

Re:	Fortune Partners, Inc.
File No. 333-120951
Registration Statement on Form SB-2
      Filed December 2, 2004

Dear Mr. Brock:

      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.

      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. We note the registration statement covers the resale of 79% of
the
shares of common stock outstanding of Fortune Partners, Inc. in
your
initial public offering.  Under these facts, your offering appears
to
be an "at the market offering of equity securities by or on behalf
of
the registrant" under Rule 415(a)(4) of Regulation C through the
selling security holders who appear to be underwriters under the
Securities Act.  Because Fortune Partners, Inc. does not qualify
to
conduct an offering "at the market," please revise the terms of
your
offering to provide that all offers and sales will be made at a
disclosed fixed price for the duration of the offering, as would
be
required in a primary offering by Fortune Partners, Inc.  Under
Rule
415(a)(1)(ix), the offering must be prompt
and continuous for the duration of the offering.  Note that
Fortune
Partners, Inc. does not
appear to qualify to conduct a delayed offering under Rule
415(a)(1)(x).  Please expand

the disclosure to explain how the offering will be conducted in a
prompt and continuous manner.  If you disagree that the offering
should be considered a primary offering by Fortune Partners,
please
provide your analysis supplementally.

2. We note the disclosure in risk factor two that the company
"decided to register the property in the name of our Chief
Executive
Officer."  We further note throughout the prospectus the reference
to
the company having acquired mineral rights.  We do not understand
the
disclosure that the company has acquired mineral claims.  Rather,
it
appears that the mineral claims were sold to the company`s chief
executive officer.  Please revise to disclose the basis for the
statement that the company owns the mineral claims.  If you
believe
that the declaration of trust conveys ownership to Fortune
Partners,
explain the basis for this belief under applicable law.

3. For the property, provide the disclosures required by Industry
Guide 7(b).  In particular, provide:
* The location and means of access to the property.
* A map(s) showing the location of the properties.
* Any conditions that you must meet in order to obtain or retain
title to the property.
* A brief description of the rock formation and mineralization of
existing or potential economic significance on the property.
* A description of the present condition of the property.
* A description of any work completed on the property.
* A description of equipment and other infrastructure facilities.
* The current state of exploration of the property.
* The total cost of your property incurred to date and planned
future
costs.
* The source of power that can be utilized at the property.
* If applicable, provide a clear statement that the property is
without known reserves and the proposed program is exploratory in
nature.
Refer to Industry Guide 7 (b)(1)-(5) for specific guidance.
Industry
Guide 7 can be reviewed on the Internet at
http://www.sec.gov/divisions/corpfin/forms/industry.
htm#secguide7.

4. Insert a small-scale map showing the location and access to the
property.  Note that SEC`s EDGAR program now accepts digital maps,
so
please include these in any future amendments that are uploaded to
EDGAR.  It is relatively easy to include automatic links at the
appropriate locations within the document to GIF or JPEG files,
which
will allow the figures and/or diagrams to appear in the right
location when the document is viewed on the Internet.  For more
information, please consult the EDGAR manual, and if you need
addition assistance, please call Filer Support at 202-942-8900.
Otherwise, provide the map to the staff for our review.

Prospectus Cover Page

5. Please disclose that the securities will be sold at the fixed
price for the duration of the offering.  See Item 501 of
Regulation
S-B and comment 1 of this letter.

6. Please identify the selling shareholders as underwriters under
the
federal securities laws. See Item 501(a)(9) of Regulation S-B and
comment 1 of this letter.

7. Please highlight the cross-reference to the risk factors
section
by prominent type as required by Item 501(a)(5) of Regulation S-B.

Prospectus Summary

8. We note the reference to the exhibits appearing elsewhere in
this
prospectus and to exhibits 10.1 and 10.2.  Please note that the
exhibits which are part of the registration statement generally
are
not attached to the prospectus.  Please revise or advise.  This
comment also applies to other references to exhibits in your
prospectus, like those in your business section.

Risk factors affecting operating results

9. In risk factor one, please discuss the risk in the narrative.

10. In risk factor one, the estimated phase two expenses are
estimated to be US $139,167.  Please reconcile this amount with
the
disclosure on page 35 that states the estimated expenses to be US$
166,667.  Please revise or advise.

11. In risk factor two, please revise the risk factor subheading
to
succinctly state the risk discussed in the risk factor narrative.
In
the business section, please explain the registration of the
property.

12. You should present as risk factors only those factors that
represent a material risk to investors in this offering.  Do not
include risk factors that could apply to any issuer or to any
other
offering, or apply primarily to a mining company in the production
stage.  Several of your risk factors seem to fit into this
category
and you should either revise to cite a particular risk, or
relocate
them later in the filing.  Each factor must also explain how it
applies to your company or your offering.  For example see risk
factors 14-16 and 21-24.

13. Some of your risk factors appear redundant.  For example, see
risk factors 12, 20 and 21, which all address government
regulation
of your activities.  Please remove repetitive risk factors.

14. Add a risk factor that addresses the fact that your property
has
not been examined in the field by a professional geologist or
mining
engineer, and detail the risks to investors.

Risks Related to the Securities Market

15. We note the disclosure in the narrative of risk factor "Re-
sale
restrictions for British Columbia residents may materially affect
the
market value of shares."  Later in your prospectus, please specify
the time frame for becoming a reporting issuer in B.C. and explain
why that matter would affect the ability of B.C. residents to sell
in
the U.S.

16. It would appear that the last risk factor concerning the going
concern opinion would generally not be a risk factor under this
subsection, but would be an important risk factor in the previous
subsection.  Please revise.

Determination of Offering Price

17. Please revise to include the information required by Item 505
of
Regulation S-B.  Also revise in accordance with comment one.

Selling Shareholders

18. For each selling stockholder that is listed as a company or
entity, please provide the name(s) of the natural persons with
voting
or dispositive control over such company or entity.

Plan of Distribution

19. Please revise the distribution section to reflect that the
securities must be sold at a fixed price for the duration of the
offering.  Also include that the selling shareholders are
underwriters under the federal securities laws.  See Item 508 of
Regulation S-B and comment 1.

Directors, Executive Officers, Promoters and Control Persons

20. For each officer and director, please describe all employment
during the past five years.  See Item 401(a)(4) of Regulation S-B.
In the description, please include the name and business of the
person`s employer, beginning and ending dates of employment, and
the
positions held.  Also include the approximate percent of their
time
that the officers worked on affairs of your company this last year
and include other significant responsibilities that they currently
have with other companies.

Interests of Named Experts and Counsel

21. The last sentence on this page referenced a geologic report on
the mineral property.  Supplementally provide a copy of the
geologic
report referenced in the filing prepared by E. R. Kruchkowski.

Disclosure of Commission Position on Indemnification for
Securities
Act Liabilities

22. Please describe any indemnification provisions for directors,
officers and controlling persons of the company against liability
under the Securities Act as required by Item 510 of Regulation S-
B.

Description of Business

23. We note the statement "[t]he Stewart area has one of the
largest
silver mines in British Columbia when compared to mines of similar
geology."  Supplementally, please provide us with reasonable
support
and summarize the support in the prospectus.  If a reasonable
basis
cannot be provided, the statement should be removed.

24. The second paragraph of this section references mineral
claims,
which entitles the company to one quarter section that consists of
450 hectares.  The four mineral claims consist of 72 units or
approximately 1800 hectares.  Please clarify the terminology and
units used in the filing.  Specify the number of mineral claims,
claim types, and approximate dimensions.

25. We note the disclosure that "we have raised capital  . . . in
order to . . . fund the acquisition cost of the mineral property."
Please include the following information:

a. Disclose the price in which Paul Brock paid for the mineral
claims.  We not that exhibit 10.1, Bill of Sale Absolute,
discloses
that the price was $1.00.

b. Please describe in detail the nature of the interest held by
Paul
Brock in the mineral properties.

c. Disclose the amount in which the company paid for the "claims"
and
the payee of this amount.

d. Please describe each material agreement entered into regarding
the
company and the mineral claims.  Please describe the principal
terms
of such agreements.

Definitions

26. You utilize a significant amount of technical terminology that
is
probably unfamiliar to the average investor.  Revise your filing
to
define technical words through the context of your discussion as
much
as possible.  Provide definitions to the glossary for words that
cannot be adequately defined in the text.  Include in a glossary
only
those geologic or technical terms not understood by the average
investor that cannot be defined in the text.

27. We note the reference to several definitions.  However it does
not appear that such terms are used in the business section.
Please
supplementally explain the purpose for these definitions.

History and Previous Work

28. We note the reference to several historical facts in this
section.  Please disclose the source of such information.

Employees

29. Please provide the amount of time per week the officers of the
company will spend working for the company.

Management`s Discussion and Analysis and Plan of Operations

30. Please revise the Plan of Operations section to describe
specifically your plan of operations for the next twelve months.
Provide more detail of your specific plan of operations, including
detailed milestones, the anticipated time frame for beginning and
completing each milestone, the estimated expenses associated with
each milestone and the expected sources of such funding.

31. We note the statement that "[w]e will need further financing
of
$25,000 in the summer of 2006 to complete stage two of phase one."
Please reconcile this statement with the disclosure above that
"phase
one is expected to take approximately four months to complete"
along
with the disclosure in the business section, under the subsection
conclusions and recommendations, that "[i]t is expected to take
approximately four months to complete the two stages" and "we
would
then plan stage two for the month of October 2005."

32. Please specifically state whether the company has currently
enough cash to complete phase one without raising additional
capital.

33. Please further include a detailed description of the criteria
that the company will use in determining whether the company will
commence with phase two of the business plan.

34. Please describe the specific circumstances in which the
company
would enter into a joint venture partnership.

35. Please revise to include in a separately captioned section,
the
company`s off balance sheet arrangements, if any, as required by
Item
303(c) of Regulation S-B.

Results of Operations

36. As requested above, please explain in detail the statement "we
paid CAD $10,000 (US $8,333) to acquire the mineral property."

37. We note your disclosure that you paid $10,000 Canadian (US
$8,333) to acquire mineral properties.  However, your disclosures
in
liquidity and capital resources, and the financial statements
(Notes
3 and 7) indicate that you paid $10,000 US for such mineral
properties. Please revise as appropriate to present consistent
disclosures in US$ throughout the filing.

Certain Relationships and Related Transactions

38. For each transaction, please include the name of the person,
the
person`s relationship to the issuer, the nature of the person`s
interest in the transaction and the amount of such interest as
required by Item 404(a) of Regulation S-B.  If applicable, please
include the declaration of trust.

Market for Common Equity and Related Shareholder Matters

39. The disclosure under this heading says you have 37
shareholders.
The selling security holders total 33 and management accounts for
an
additional 4 shareholders.   Counsel that received shares for
services does not appear to be counted.  Please advise
supplementally
or revise.  If counsel is listed as a selling security holder,
please
describe the relationship between Fortune and counsel in the
selling
security holder section.

Reports to Security Holders

40. Please provide the information required by Item 101(c) of
Regulation S-B.

Financial Statements
General

41. Please provide a current consent in any amendment and consider
the updating requirements of Item 310(g) of Regulation S-B.

Note 2 - Summary of Significant Accounting Policies

42. It appears that the primary economic environment in which you
operate is in Canada. Please disclose the company`s functional
currency.  If your functional currency is different from your
reporting currency, please provide a note briefly describing how
you
comply with SFAS 52.

Note 3 - Mineral Properties

43. The first paragraph refers to 4 mineral claims representing 76
units, please refer to comment 24 above, define the terms clearly,
and clarify/correct the discrepancy between the units per mineral
claim.

Part II
Recent Sales of Unregistered Securities

44. We note the disclosure in the registration statement that the
company issued 250,000 shares of common stock to its att