SecProbe.io

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September 15, 2005

                                                                   Via U.S. Mail

Mr. Derek Swanson
Staff Attorney
Division of Corporate Finance
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
100 F. St NE
Washington, DC 20549
(202) 551-3366

RE:   Execute Sports, Inc. Comment Letter dated September 8, 2005
      Form SB2/A
      File No. 333-125868

Dear Mr. Swanson,

In response to your comments in your letter dated September 8, 2005 regarding
our amended Form SB-2, we have made enclosed the following responses 1 through
20.

Sincerely,

Donald Dallape
Chairman and CEO
Execute Sports, Inc.
1284 Puerta Del Sol, Suite 150
San Clemente, CA 92673

<PAGE>

Re Comment 1. We have moved our discussion of our change in auditors from page 6
to page 50 of the Amended Registration Statement pursuant to Item 23 of Form
SB-2, "Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure."

Re Comment 2. We mistakenly referenced Form 8-K when on the letter draft from
our former auditors. At the time when the letter was written, it was not clear
to us whether we needed to file a Form 8-K. However, we were subsequently
counseled that until we were declared effective and obligated as a fully
reporting company, there is not a requirement for file Form 8-K pursuant to
events designated by the Securities and Exchange Commission which trigger the
requirement to file Form 8-Ks with fully reporting companies. Please see Traci
J. Anderson's revised letter attached to the amended SB-2 as Exhibit 23.3.

Re: Comment 3. In response to your prior comment 18, it was not our intention to
restructure the offering to a minimum/maximum offering. We have eliminated any
and all references to a "minimum" offering of shares by the company and have
amended the disclosure to show sales reflecting varying amounts of proceeds.

Re: Comment 4. We have removed the mitigating statements "we expect that our
initial funding, even if we receive the maximum anticipated proceeds, will be
sufficient in the near term to allow us to produce and distribute our existing
lines of products" from page 12 and the reference on page 15 that "we believe
will substantially expand our addressable customer base for our products as well
as increase our sales by fulfilling purchase orders on a wholesale distribution
basis."

Re: Comment 5. We added the following risk disclosure pertaining to "penny
stocks" as defined by Section 3(a)(51) and Rule 3s51-1 under the Securities
Exchange Act:

Our common stock is considered to be a "penny stock" as defined by Section
3(a)(51) and Rule 3a51-1 under the Securities Exchange Act, and is therefore
subject to penny stock regulations. These regulations could make it more
difficult for you to sell shares you acquire in the offering.

Our common stock is subject to regulations of the Securities and Exchange
Commission relating to the market for penny stocks. These regulations generally
require broker-dealers who sell penny stocks to persons other than established
customers and accredited investors to deliver a disclosure schedule explaining
the penny stock market and the risks associated with that market. These
regulations also impose various sales practice requirements on broker-dealers.
The regulations that apply to penny stocks may severely affect the market
liquidity for our securities and that could limit your ability to sell your
securities in the secondary market.

We also expanded our "Plan of Distribution" Section to include discussion on the
"penny stock" rules and the effect that they will have on our investors' ability
to purchase and sell our securities in the future:

Penny Stock Regulations

Our common stock will be considered a "penny stock" as defined by Section
3(a)(51) and Rule 3a51-1 under the Securities Exchange Act. A penny stock is any
stock that:

<PAGE>

      o     sells for less than $5 a share,
      o     is not listed on an exchange or authorized for quotation on the
            Nasdaq Stock Market, and
      o     is not a stock of a "substantial issuer." Execute Sports, Inc. is
            not now a "substantial issuer" and cannot become one until it has
            net tangible assets of at least $5 million, which it does not now
            have.

There are statutes and regulations of the Securities and Exchange Commission
that impose strict requirements on brokers that recommend penny stocks.

The Penny Stock Suitability Rule

Before a broker-dealer can recommend and sell a penny stock to a new customer
who is not an institutional accredited investor, the broker-dealer must obtain
from the customer information concerning the person's financial situation,
investment experience and investment objectives. Then, the broker-dealer must
"reasonably determine"

      o     that transactions in penny stocks are suitable for the person and
      o     the person, or his/her advisor, is capable of evaluating the risks
            in penny stocks.

After making this determination, the broker-dealer must furnish the customer
with a written statement describing the basis for this suitability
determination. The customer must sign and date a copy of the written statement
and return it to the broker-dealer.

Finally the broker-dealer must also obtain from the customer a written agreement
to purchase the penny stock, identifying the stock and the number of shares to
be purchased.

The above exercise often delays a proposed transaction. It causes many
broker-dealer firms to adopt a policy of not allowing their representatives to
recommend penny stocks to their customers. The Penny Stock Suitability Rule,
described above, and the Penny Stock Disclosure Rule, described below, do not
apply to the following:

      o     transactions not recommended by the broker-dealer,
      o     sales to institutional accredited investors,
      o     sales to "established customers" of the broker-dealer - persons who
            either have had an account with the broker-dealer for at least a
            year or who have effected 3 purchases of penny stocks with the
            broker-dealer on 3 different days involving three different issuers,
            and
      o     transactions in penny stocks by broker-dealers whose income from
            penny stock activities does not exceed five percent of their total
            income during certain defined periods.

The Penny Stock Disclosure Rule

Another Commission rule - the Penny Stock Disclosure Rule - requires a
broker-dealer, who recommends the sale of a penny stock to a customer to furnish
the customer with a "risk disclosure document." This document includes a
description of the penny stock market and how it functions, its inadequacies and
shortcomings, and the risks associated with investments in the penny stock
market. The broker-dealer must also disclose the stock's bid and ask price
information and the dealer's and salesperson's compensation for the proposed
transaction. Finally, the broker-dealer must furnish the customer with a monthly
statement including specific information relating to market and price
information about the penny stocks held in the customer's account.

Effects of the Rule

The above penny stock regulatory scheme is a response by the Congress and the
Securities and Exchange Commission to abuses in the telemarketing of low-priced
securities by "boiler shop" operators. The scheme imposes market impediments on
the sale and trading of penny stocks. It limits a shareholder's ability to
resell a penny stock.

<PAGE>

Our common stock likely will continue to trade below $5 a share and be, for some
time at least, be a "penny stock" subject to the trading market impediments
described above.

Re: Comment 6. The maturity dates on the notes referenced in the risk disclosure
were a typographical error on our part. We have amended the dates on the
disclosure as:

As of the date of this registration statement, we have made loans in the form of
promissory notes to a strategic partner amounting to $199,478, which represents
approximately 14% of our total assets. The promissory notes bear an annual
interest rate of 2% and come to maturity beginning on April 7, 2006 through July
1, 2006. If these loans are not repayed by maturity date, our business will be
adversely affected.

Re: Comment 7. We included further discussion in Management's Discussion and
Analysis regarding the amount of capital that our business will require over the
next 12 months and our plan to secure this needed financing if the Company is
not successful in selling the maximum number of shares in this offering:

The maximum net proceeds from this offering are $1,100,000. We believe that if
we achieve the maximum offering, these proceeds will provide us with the
necessary working capital to address each of the strategies listed above to
contribute to sustainable business operations through the end of the year.
However, we anticipate that we will need an additional $2,000,000 to fund our
business plan for the next 12 months. This additional working capital will be
used to increase inventory necessary to add distribution channels, retain key
employees and sales people, expand our product lines and towards implementing
our acquisition strategy. In addition, we believe that certain amounts of these
funds will be required in the event that our branding and marketing efforts are
successful enough to require additional investment and allocation of the
Company's resources, we will need to raise additional capital in response to
increased purchase orders from our customers and to sustain a greater level of
inventory. In the event that our branding and marketing efforts are not
successful, we may need to raise additional capital to avoid the threat of
liquidation or reorganization.

If we are unable to achieve the maximum offering, and raise substantially less,
or half as much as the targeted maximum net proceeds of this offering, our
available working capital might not be sufficient to sustain our operations
through the end of the year. This would negatively impact our ability to
continue as a going concern. In an event that we do raise substantially less
than the targeted maximum net proceeds of this offering, we will have to
consider offering shares of our stock at lower prices or entering into a
financing on less favorable terms to the Company and its current shareholders
than the current offering.

At present, the Company is not able to secure debt financing on any terms, and
we believe that the only source of debt financing that would be available to the
Company would be in the form of a convertible debenture after the Company's
common stock becomes traded on the OTC Bulletin Board. We believe that this
source of financing would be unfavorable, but if we are unable to achieve
financing directly through equity, or the sale of our common stock, we would be
forced to consider this source as an alternative.

If we are unsuccessful in achieving the maximum offering on these less favorable
terms, we will be forced to scale back our operations and business plan
significantly to meet the shortfall in required operating capital. We will do
this be decreasing administrative salaries, eliminating sales channels and
thereby reducing inventory requirements, and perhaps seeking new operating
facilities.

Even if we are able to achieve the maximum offering of $1,250,000 which will
result in net proceeds to the Company of $1,100,000, we anticipate that we will
need to raise the additional $2,000,000 within the next six months to finance
our business plan through the next 12 months.

<PAGE>

We believe that we will be able to secure financing needed to fund operations
over the next 12 months much more efficiently if our stock is declared
"effective" and able to trade on the OTC Bulletin Board pursuant to this
Registration Statement by the Securities and Exchange Commission.

Re: Comment 8. We added our response to your prior comment 30 in the MD&A:

Our business is not directly tied to any specific geographic region. Rather, it
is driven in large part by the customer base of our distributors. The sports of
wakeboarding, water skiing and motocross are ubiquitous and participation in any
one or all of these sports is not specific to a geographical region. Rather, in
the case of watersports, any geographical location with a lake, rive or ocean
will be an addressable geographical market for our products, and with respect to
motocross, any geographical location with a trail, open area, street or arena is
an addressable geographic market for our products.

Re: Comment 9. We have revised our discussion in the Results of Operations
sections to include changes in significant balance sheet accounts from December
31, 2004 to June 30, 2005 as follows:
<PAGE>
PADOVA INTERNATIONAL U.S.A., INC.
(DBA EXECUTE SPORTS)
Balance Sheets
December 31, 2004 (Restated) and June 30, 2005
<TABLE>
<CAPTION>

--------------------------------------------------------------------------------------------

                                                                June 30,        December 31,
                                                            ------------------------------------
                                                                  2005              2004
                                                            ----------------- -----------------
ASSETS                                                                           (Restated)
------

CURRENT ASSETS
<S>                                                         <C>            <C>
      Cash                                                  $    52,060    $     5,154
      Accounts receivable, net                                  464,655        107,708
      Inventory                                                 173,713        111,741
      Prepaid expenses                                          585,706         81,507
      Prepaid expense-related party                              58,740             --
      Loans receivable                                          122,538             --

                                                            -----------    -----------
         TOTAL CURRENT ASSETS                                 1,457,412        306,110

Fixed assets
      Cost                                                       35,443         35,443
      Accumulated Depreciation                                  (20,174)       (17,197)
                                                            -----------    -----------
      Net                                                        15,269         18,246

Deposits                                                          3,560          3,560
                                                            -----------    -----------

         TOTAL ASSETS                                       $ 1,476,241    $   327,916
                                                            ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
         Accounts payable and accrued expenses              $   360,703    $   458,417
         Secured borrowings                                     239,618         64,708
         Notes payable                                          462,258        514,800
         Related party notes payable                             99,492        100,000
                                                            -----------    -----------
         TOTAL CURRENT LIABILITIES                            1,162,071      1,137,925

COMMITMENT

STOCKHOLDERS' EQUITY

         Common stock, par value $.001, 75,000,000 shares
           authorized; issued and outstanding 0
           at December 31, 2004 and 2003                             --             --

         Additional paid-in capital                                  --             --