SecProbe.io

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Mail Stop 60-10

	July 22, 2005

Jerauld J. Cutini
Chief Executive Officer
New Athletics, Inc.
440 Kings Village Road
Scotts Valley, California 95066

Re:	New Athletics, Inc.
	Registration Statement on Form S-4 Filed June 24, 2005
      File No. 333-126098

Dear Mr. Cutini:

      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.

Form S-4

Fee Table

1. Please register the shares underlying the options.

Prospectus Forepart

2. Please limit your use of defined terms like those evidenced by
the
phrase "or X."  If the shortened terms are clear from context, you
do
not need the definitions.  If the terms are not clear from
context,
revise to use terms that are clear.

Prospectus Cover

3. Please provide us a copy of your prospectus in the form you
intend
to provide it to shareholders.  The prospectus should evidence
your
compliance with Rule 421, including a one-page cover that is
consistent with our plain English guidance such as sample comments
17-22 of Updated Staff Legal Bulleting No. 7 (June 7, 1999)
available
on our web site at http://www.sec.gov/interps/legal/cfslb7a.htm.
In
this regard, you should limit the cover to required disclosure and
other key to the voting decision, and move other disclosure to a
more
appropriate section of your document.

4. If you elect on the cover to include language of support and
recommendation of the merger, balance the language with equally
prominent disclosure of negative aspects of the merger. Likewise,
balance the second Q&A in your Overview.

5. Please tell us the authority on which you incorporate
information
regarding New Athletics and Aviza.

Prospectus

6. Please revise the filing to disclose (in comparative columnar
form) pro forma per share data for Aviza and historical and
equivalent pro forma per share data for both Aviza and Trikon for
each of the following:

a) book value,
b) cash dividends and
c) income (loss) per share from continuing operations.

See Item 3(f) of Form S-4 for further information on the requested
disclosure requirements.

Questions and Answers About the Merger Transaction, page 1

7. Please provide the summary disclosure required by Item 3(h) of
Form S-4.

8. Here or in the Summary section, include a summary of the
interests
in the merger of executive officers, directors and greater than
10%
stockholders of Aviza and Trikon.  We note, for example, the
accelerated vesting of options of some Trikon directors, post-
closing
ownership of Aviza preferred stock by Aviza`s CEO and VantagePoint
and post-closing warrant issuance in favor of VantagePoint.
Quantify
the benefits that Trikon`s and Aviza`s directors and executive
officers are expected to receive as a result of these interests.

9. If any stockholders have a voting agreement regarding the
proposals in the proxy statement, disclose the material terms.

What will happen in the merger transaction?, page 1

10. Revise your disclosure to state, based on the assumptions made
in
this paragraph, the percentage of Newco`s capital stock that will
be
held by each of Trikon`s and Aviza`s stockholders post-closing.

What will Trikon and Aviza stockholders receive in the merger
transaction?, page 2

11. Disclose the circumstances under which the Trikon and Aviza
boards would change the Trikon exchange ratio. Also tell us your
plans for resolicitation of shareholder votes if such a change
occurs.

12. Briefly explain what the series A exchange formula is designed
to
accomplish. For example, why is 25 million part of the formula?
Also,
reconcile the exchange ratio disclosed here and on the cover with
the
1.03 exchange ratio mentioned on page 86.

13. Disclose why outstanding Aviza Series B Preferred Stock owned
by
affiliates of Aviza`s majority stockholder, VantagePoint, and
Aviza`s
chief executive officer, Mr. Cutini, are not being converted in
the
merger transaction while all other Aviza securities are being
converted into Newco securities.  Disclose when the Series B was
issued.

How will Trikon and Aviza warrants and stock options . . ., page 3

14. Disclose the affiliation of Mssrs. Macneil, Dobson and Wheeler
to
the parties.  Also disclose the number and value of shares subject
to
accelerated vesting and when these options were originally
granted.

15. Tell us whether the solicitation of the consent of your option
holders is subject to the proxy and tender offer rules.  If not,
provide us a detailed legal analysis of why the rules are not
applicable. Please also tell us whether upon commencement of the
offer, New Athletics will be an affiliate of Trikon for purposes
of
Rule 13e-4 and provide us with your analysis regarding that
determination.

Will Newco be receiving any financial support from VantagePoint .
.
., page 4

16. Please revise to disclose VantagePoint`s ownership interest in
Aviza prior to the merger and disclose the percentage of total
outstanding equity of Newco that VantagePoint will hold after the
acquisition.

What vote is required?, page 4

17. Please tell us the source of the vote required to approve the
changes to the certificate of incorporation.  Why isn`t the
approval
of a majority of outstanding shares required?

Will Trikon stockholders recognize a taxable gain or loss for U.S.
federal income tax purposes . . ., page 7

18. Here and throughout your document where you discuss tax
matters,
please directly and unequivocally disclose what the tax
consequences
will be rather than stating what you "intend" the consequences to
be.
Likewise, you should not assume underlying tax conclusions like
you
do in the second sentence.

Risk Factors, page 13

Newco will depend upon sole suppliers for certain key components,
page 23

19. Disclose the percentage of your revenues from the sale of
products related to key components available only from single or
limited sources.  Also, briefly highlight any material delays you
have experienced related to such suppliers.

Each of Trikon and Aviza, page 25

20. Please tell us when you plan to file reports regarding your
internal control over financial reporting as of the end of your
fiscal 2005 year.  If you do not intend to file such reports,
provide
us a detailed analysis of the authority which permits you to omit
the
them.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations of Trikon, page 31

Revenue Recognition, page 31

21. We see you indicate that Trikon recognizes revenue on shipment
because the customer attends and approves the pre-shipment testing
and the amount of revenue recorded is reduced by the amount of any
customer retention which is not payable by the customer until
installation is completed and final customer acceptance is
achieved.
Please revise this section to specifically address and quantify
the
amount of your customer retention which impacted your gross
margin.
Please also quantify the amount of product shipped prior to year-
end
which due to your continued post-shipment obligations, you have
deferred some portion of revenue and the related gross margin
recorded for these projects. Lastly, please also quantify the
amount
of revenue to be recognized subsequent to year-end on these
projects
and its expected gross margin.

Comparison of the Quarters Ended March 31, 2005 and 2004

Research and Development Expenses, page 34

22. Please revise to disclose who would retain any intellectual
property generated from the development projects that are the
subject
of the U.K. government and Welsh Development Agency grants
referenced
on pages 34 and 35.

Gross Margins, page 36

23. We see that you attribute changes in gross margin to the
treatment of certain product sales in accordance with SAB 104.
Please revise this section of your filing to clearly quantify and
explain the reasons for changes in Trikon`s gross margins during
the
periods presented.  Also, tell us how Trikon`s accounting for
product
costs complies with SAB 104 or other generally accepted accounting
principles.  Provide references to the specific generally accepted
accounting principles that support your conclusions.

Trikon`s Business, page 42

Marketing, Sales and Customer Support, page 45

24. We note that for the year ended December 31, 2004, a "North
American company" represented 13% of Trikon`s revenues.  Please
disclose the name of this customer.  Refer to Item 101(c)(1)(vii)
of
Regulation S-K.

Legal proceedings, page 49

25. Tell us the status of the pending litigation.  Quantify the
relief sought.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations of Aviza and its Predecessor, page 52

Management`s Discussion and Analysis..., page 52

26. We note the November 2004 sale of the Thermco product line.
Please discuss material developments that affect the results
presented.

Overview, page 52

27. Please revise to disclose the other party to the February 2002
license agreement in the last paragraph on page 52 and file that
agreement as an exhibit to the registration statement.  With a
view
toward disclosure, please tell us why in May 2004 Aviza agreed not
to
ship products subject to the license agreement after December 31,
2005.

Internal Control over Financial Reporting, page 57

Material Weaknesses, page 58

28. We note your disclosure of "material weaknesses requiring
restatement of predecessor financial statements" which were
discovered in connection with your accountants` audit of the
period
from October 10, 2003 through September 24, 2004. Based on this
disclosure, it appears that you have restated the prior period
information of the predecessor corporation during the current
fiscal
year.  Please confirm our understanding.  Also, confirm that with
respect to the referenced matter Aviza`s financial statements and
audit report comply with the guidance at APB Opinion 20 and AU
Sections 420 and 508.

Unaudited Pro Forma Condescended Combined Financial Statements of
NewCo, page 77

29. Please update the purchase price allocation and related
disclosures to reflect any preliminary valuations or other studies
available as of the most recent practicable date.  We assume that
you
are not currently aware of any probable material allocations or
adjustments, not reflected herein, that are likely to be recorded.

Notes to Unaudited Pro Forma Condensed Combined Balance Sheet,
page
81

30. We note references to the use of independent valuation experts
in
pro forma adjustment (b) as well as other sections of the filing.
Reference should not be made to the participation of an expert in
a
valuation or estimation process unless you name that expert and
file
their consent as an exhibit to the registration statement.
Accordingly, revise the filing to include the consent of each
referenced valuation expert or delete such references throughout
the
filing.

31. We refer you to adjustment (b), (t6) and (t7).  Please tell us
more about these adjustments and why they are necessary and
compliant
with authoritative generally accepted accounting principles.
Also,
clarify why Trikon`s historical financial statements properly
disclose and account for the items referenced in these
adjustments.
Revise the filing as necessary based on our comment.  We may have
further comments after reviewing your response and revisions.

32. We note your pro forma balance sheet appears to include the $4
million intangible asset recorded by Aviza related to a license
agreement with Trikon signed March 14, 2005. Please tell us why it
is
appropriate to include the item as an asset in the combined Pro
Forma
financial statements of NewCo.  Tell us how Trikon`s historical
balance sheet reflects the one-time license fee paid and payable.
We
may have further comments after reviewing your response.  Revise
the
filing as necessary based on our comment.

33. Please refer to pro forma adjustment (f) to reflect the
issuance
of NewCo common shares for the outstanding Aviza equity
instruments.
Please revise this adjustment note to provide additional detail
about
the additional paid-in capital portion of the adjustment.
Consider
including a reconciliation of the value assigned to the net-share
exercised warrants and the Aviza common stock.

Trikon Special Meeting, page 88

Record Date and Quorum, page 89

34. Please complete the blanks in your document based on an
assumed
record date, if necessary.

Proposal One - The Merger Transaction, page 92

Background of the Merger Transaction, page 92

35. Please expand your disclosure with regard to the "alternative
prospects for strategic alliances or business combinations" that
Trikon considered.  Identify the alternatives and explain why they
were rejected in favor of the proposed transaction.

36. Describe the history of the negotiations about arrangements
for
affiliates of Trikon or Aviza to receive employment or other forms
of
compensation in addition to the per share amounts to be received
by
all existing security holders.  Explain when these negotiations
took
place, who initiated and participated in the negotiations, the
purpose for each type of additional compensation and how the
negotiations regarding these arrangements affected the
negotiations
regarding the exchange ratio.

37. Provide the information required by Item 4(b) of Form S-4
related
to each of the reports mentioned in this section, including the
Hultquist reports mentioned on pages 98, 99 and 101 and the Cox,
Castle report mentioned on page 101.

Trikon`s Reasons for the Merger Transaction, page 102

38. Please tell us whether the difficulty of accurately assessing
the
value of a privately held merger partner was a factor considered
by
the Trikon board.

39. Please provide a more complete description of the factors
considered.  For example, what impact on customers, strategic
partners and employees did the board consider?  What did the
board`s
analysis of market prices, volatility and trading show?

Opinion of Adams Harkness, Inc., page 104

40. Please provide any written information that the financial
advisors provided to the Trikon or Aviza boards in connection with
this transaction, including any "board books" and summaries of
oral
presentations.  We may have additional comments upon review.

41. Please revise the disclosure to state specifically what
conclusions Adams Harkness drew from each analysis and whether and
how it supports the fairness finding.  We note the disclosure on
page
106 that, "Adams Harkness . . . did not attribute any particular
weight to any individual analysis it considered or reach any
specific
conclusions with respect to any such analysis."  However, your
disclosure should make clear how the financial advisor interpreted
each analysis and how each analysis contributed to the ultimate
conclusion.

42. Explain why Adams Harkness chose the specific criteria used to
select comparable companies and transactions.  If any companies or
transactions that satisfy those criteria were excluded from the
analysis, explain the reason for the exclusion.

Limitations, page 110

43. More fully describe the services mentioned in the penultimate
sentence of the second paragraph,