SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

							August 16, 2005

Mail Stop 3561

William Dioguardi, President
Adagio Acquisition I, Inc., et al
535 Madison Avenue
NY, NY  10022

Re:		Adagio Acquisitions, Inc.
		File No. 0-51494
		Adagio Acquisitions, Inc. II
	            File No. 0-51495
		Adagio Acquisitions, Inc. III
		File No. 0-51496
		Filed August 12, 2005
		Registration Statements on Form 10-SB

Dear Mr. Dioguardi:

	We have reviewed only those portions of the above
registration
statements that relate to management`s experience and securities
market disclosure 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 comments are inapplicable or a revision is unnecessary.
Please be as detailed as necessary in your explanation.   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
filings.
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.

Part I

1. Disclose under appropriate caption, any prior blank check
experiences involving officers and directors of the company.
Describe in column format the name of each company.  Include the
date
of registration and file number with the Commission and the
current
status of the company`s filings.  Also, state whether any
acquisitions, business combinations, or mergers are pending, have
occurred and the current operating status of each.  Any additional
material disclosure should be included.
Part II

2. Also, we direct your attention to the letter of January 21,
2000
to Mr. Ken Worm, Assistant Director of the OTC Compliance Unit at
NASD.  This letter indicates our view that the securities issued
by a
blank check company cannot be resold under Rule 144 but must be
registered under the Securities Act of 1933.   Amend the
registration
statements throughout to make the appropriate additions to conform
to
this comment.

       As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  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 urge all persons who are responsible for the accuracy and
adequacy of the disclosure concerning management`s experience and
securities markets in the filing 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.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments 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 our review of your filing or in
response to our comments on your filing.

	Please be advised that your registration statement will
automatically become effective 60 days after filing.  Upon
effectiveness, you will become subject to the reporting
requirements
of the Securities Exchange Act of 1934, even if we have not
cleared
your comments.  Note that the NASD Bulletin Board will not accept
your listing until we have
cleared all comments.  In the event that it appears that you will
not
be able to respond by the 60th day, you may wish to consider
withdrawing your registration statement and refilling when you
have
prepared a response to our comments.  In addition, should the
filing
become effective in its present form the Division would be
required
to consider what recommendation, if any, it should make to the
Commission.

	Please contact the undersigned at (202) 551-3790 or Goldie B.
Walker, Financial Analyst, at (202) 551-3234 with any other
questions.

Sincerely,

Michael E. Karney
Branch Chief (Legal)
Office of Emerging Growth Companies
Division of Corporation Finance

??

??

??

??

William Dioguardi, President
Adagio Acquisition I, Inc., et al
August 16, 2005
Page 4

</TEXT>
</DOCUMENT>