SecProbe.io

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Mail Stop 3561

November 22, 2005

Chester Ku, President
Glass Wave Enterprises, Inc.
Guite 800-885 West Georgia Street
Vancouver, British Columbia, Canada V6C 3H1

         RE:  Glass Wave Enterprises, Inc. ("the company")
                 Amendment No. 2 to Registration Statement on
                 Form SB-2
                 Filed October 14, 2005
                 File No.  333-125222

Dear Mr. Ku:

We have reviewed your amended 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. In the next amendment, please correct the EDGAR submission to
eliminate the empty spaces and/or blank pages noted throughout
this
amendment.

Chester Ku
Glass Wave Enterprises, Inc.
November 22, 2005
Page 2.

2. In all future filings, a properly marked copy of the amended
registration statement, clearly and concisely reflecting all
changes
in the registration statement from the previously-filed
registration
statement, should be filed via EDGAR.
3. With respect to the staff`s previous comment #2 in our letter
dated September 19, 2005, please add language in the prospectus
cover
page, Risk Factor section, and elsewhere throughout the prospectus
to
make clear that there is no assurance that the company`s common
stock
will be traded on the OTC Bulletin Board or other exchanges.

Summary Financial Data, page 7

4. Please revise to include summary financial data for all periods
presented in the financial statements (i.e. include statements of
operations data from November 25, 2004 (date of inception) though
July 31, 2005).

Risk Factors

Risks Related to Our Business, page 7

5. In the description beneath your initial risk factor, you state
"[W]e expect to generate a moderate positive cash flow from
operations in the near term."  Please specify or explain what that
means or delete.

Selling Stockholders, page 14

6. Please advise supplementally how these individuals were
contacted.
Was there any previous relationship between the selling
stockholders
and management of the company?

7. Please expand this section to detail the terms of the prior
private placements, including the price(s) paid for these shares.

Chester Ku
Glass Wave Enterprises, Inc.
November 22, 2005
Page 3.

Description of Business, page 22
8. With respect to the staff`s previous comment #8, please add
your
supplemental response #8 from counsel`s letter dated October 14,
2005
regarding the determination of the fair market value by Mr. Ku.

Supplier Agreement, page 28
9. We note that the company has entered into many verbal
agreements
for its business "even though it is not common practice to do so
within our industry" as stated at the end of the last paragraph of
this section.  Please add another factor in the Risk Factor
section
that would address this company practice and the potential risk or
harm it may expose the company to.

Financial Statements from November 25, 2004 (Date of Inception) to
January 31, 2005

Notes to Financial Statements

Note 2. Summary of Significant Accounting Policies

i.) Revenue Recognition, F-8

10. We have read your response to comment 16 and are unclear how
your
accounting policy of recording product returns in which the
returns
in the subsequent month are removed from revenue and cost of sales
in
the month the sale occurred is in accordance with GAAP.  More
specifically, paragraph (7) of SFAS No. 48 states that if the
criteria of paragraph (6) are met to recognize revenue any cost or
losses expected in connection with returns must be accrued in
accordance with SFAS 5.  We would expect the company to make an
estimate of expected returns each month based on historical
experience. The difference between the actual returns and the
estimate would be reconciled and recorded in the next monthly
reporting period. If the company is unable to make reasonable
estimates of returns (see paragraph (6)(f) of SFAS 48), than
revenue
shall not be recognized until the return privilege has
substantially
expired. Please revise.

Chester Ku
Glass Wave Enterprises, Inc.
November 22, 2005
Page 4.

11. Please disclose your policy for product returns and allowances
and consider revising your critical accounting policies and
estimates
(page 20) to identify the methodology and significant estimates
used
by management in the revenue recognition process.   Your critical
accounting policy should explain how you assess returns of
products,
levels of inventory in the distribution channel, estimated shelf
life, price changes for competitors and generics and expected
introductions of new products that may result in larger than
expected
returns of current products.

Interim Financial Statements for the Six-Months Ended July 31,
2005

General

12. Please remove the interim financial statements for the three
months ended July 31, 2005.  Registration statements require
interim
financial statements for the year-to-date periods only, in this
case,
the six-months ended July 31, 2005.

Closing Comments

As appropriate, please amend your 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
provide 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 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 a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

Chester Ku
Glass Wave Enterprises, Inc.
November 22, 2005
Page 5.

      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 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.

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.

Chester Ku
Glass Wave Enterprises, Inc.
November 22, 2005
Page 6.

Please contact Angela Halac at (202) 551-3398 with any questions
regarding accounting issues and you may contact Janice McGuirk at
(202) 551-3395 with any other questions.

Sincerely,

John Reynolds

Assistant Director

Cc:  William L. Macdonald, Esq.
        Via fax (604) 687-6314

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