SecProbe.io

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Mail Stop 60-10

	October 4, 2005

CT Corporation System
agent for service for A-Max Technologies Limited
111 Eighth Avenue
New York, New York 10011

Re:	A-Max Technology Limited
	Amendments No. 1 and 2 to Registration Statement on Form F-1
	Filed September 23, 2005 and September 28, 2005
	File No. 333-128297

Ladies and Gentlemen:

      We have reviewed the above-referenced 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.

Risk Factors, page 7

Because our business depends on adequate and timely supply of
components . . ., page 8

1. We note your disclosure in the second paragraph that "there
have
been industry-wide shortages of flash memory . . . ."  If you have
experienced material interruptions or delays in receiving
components
from Samsung or any other key suppliers, please disclose them.  In
addition, if you anticipate material interruptions or delays in
receiving components from Samsung or any other key suppliers,
please
revise accordingly your disclosure in the Management`s Discussion
and
Analysis of Financial Condition and Results of Operations section.

Capitalization, page 26

2. We note the paragraph added at the bottom of the page and
repeated
elsewhere in your document.  With a view toward disclosure,
please:
* show us how the number of shares into which the preferred stock
will convert varies based on a reasonable range of potential
closing
dates and offering prices, and
* analyze whether the figures in this range materially affect your
disclosure.

Principal and Selling Shareholders, page 70

3. We note your disclosure in footnote 12 regarding the transfer
of
shares from Billion Creation Limited to Mr. Chaio and Mr. Lee and
their intention to sell these shares in your registered offering.
Please provide us with your legal analysis of whether Billion
Creation Limited, Mr. Chaio and Mr. Lee are underwriters as
defined
in Section 2(a)(11) of the Securities Act.  Please provide us with
similar legal analysis regarding the transfers by Teambest Limited
and Vital Champion Limited to Mr. Chaio and Mr. Lee disclosed in
footnotes 17 and 18.

4. We note the decreases mentioned in the last sentences added to
footnotes 4 and 5.  However, it is unclear why the last two
columns
of the table do not reflect those decreases.

5. Please disclose the effect of the exercise of the underwriters`
over-allotment option.

Bermuda Taxation, page 92

6. Please clarify in the opinion and disclosure the tax
consequences
to investors.  For example, it is unclear whether investors will
be
taxed on capital gains.

Exhibits

7. We note your response and reissue prior comment 8.  Please file
signed, dated legal opinions that do not assume conclusions of law
that are a requirement of the ultimate opinion. If you are unable
to
file unqualified opinions, please prominently disclose:
* the reason that you cannot file an unqualified opinion, and
* the risk to investors that the company and its counsel have
imposed
on them by making the assumptions.

8. We note the parenthetical definition of non-assessable in the
paragraph numbered "2" in exhibit 5.1.  Please tell us how that
definition differs from the definition in the U.S.  Tell us
whether
the differences require explanation in the prospectus.  If the
differences are not material, please tell us why the parenthetical
qualification is necessary.

*  *  *  *  *

      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 provides any requested 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.

      You may contact Jeanne Bennett at (202) 551-3606 or Gary
Todd
at (202) 551-3605 if you have questions regarding comments on the
financial statements and related matters.  Please contact Donald
C.
Hunt at (202) 551-3647 or me at (202) 551-3617 with any other
questions.

	Sincerely,

	Russell Mancuso
	Branch Chief

cc (via fax):  David T. Zhang and Julie Gao - Latham & Watkins LLP
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A-Max Technology Limited
October 4, 2005
Page 1

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