SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

       DIVISION OF
CORPORATION FINANCE

Mail Stop 7010

        May 22, 2006

Clifford Lerner
Chief Executive Officer
Etwine Holdings, Inc.
366 North Broadway, Suite 41042
Jericho, NY 11753

 Re: eTwine Holdings, Inc.
Amendment No. 1 to Registrati on Statement on Form SB-2
Filed May 12, 2006
File No. 333-132401

Dear Mr. Lerner:

We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise 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 deta iled as necessary in your explanation.  In
some of our comments, we may ask you to provi de us with information so we may better
understand your disclosure.  After reviewing th is information, we may raise additional
comments.
Please understand that the purpose of our re view 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 any other aspect of our
review.  Feel free to call us at the telephone numbers listed at the end of this letter.

General

1. We note your response to prior comments 1 and 6. Darrell Lerner was the president of eTwine.com and, based on disclosure in other EDGAR filings,
Darrell Lerner appears to be a promoter for other shell companies:
• He was the co-founder and president of Fantasy Sports Net Inc., which filed
a Form SB-2 registration statement.
• He was also the sole officer and dire ctor of Relocate411.com, which entered
into a reverse merger with China Elite.
• He was also a consultant and signi ficant shareholder of New Medium
Enterprise, f/k/a shopoverseas.com inc ., which subsequently entered into
reverse mergers.

Clifford Lerner
Etwine Holdings, Inc. May 22, 2006
Page 2
Please disclose this in the prospectus  and describe whether any of these
companies were ever successful in achiev ing profitability or  carrying out their
business plan.

2. Please update your financial statements a nd related disclosure s to include the
period ended March 31, 2006.

Prospectus Cover Page

3. We reissue prior comment 3. The Rule 473 delaying amendment language should be moved back to the registration st atement facing page. The subject to
completion legend required by Item 501(b )(10) of Regulation S-K should appear
on the cover page of the prospectus rather than the facing page of the registration statement.  Please revise.

4. Please disclose that your sole officer and director is also selling shares.

About Our Company

5. We note your response to prior comment 6. Pl ease disclose that Universal Flirts,
Inc. entered into its reverse merger thr ee months after its registration statement
went effective in December 2004.

6. We note that in the Sports Source Inc. f iling, it was disclosed that Darrell Lerner
was the president of eTwine.com, an on line dating site. Please disclose Darrell
Lerner’s historical affiliation with eTwine.

Selling Shareholders

7. We note your response to prior comment  14. Since the purpose of the stock
purchase agreement and share exchange was to incorporate the company in Delaware rather than New York, as set fo rth in your response to prior comment 6,
please describe how each selling sharehol der acquired the securities they are
selling prior to the December 2005 exchange.

Part II. Item 26. Recent Sales of Unregistered Securities

8. For the shares issued to Anslow & Jaclin LLP and National Music and Entertainment, Inc., disclose the total offering price or describe the type and
amount of consideration received by th e company. See Item 701 of Regulation S-
B.

Clifford Lerner
Etwine Holdings, Inc. May 22, 2006
Page 3
Financial Statements

Note 2. Website, page 9

9. We note your response to prior comment 35.  We also noted your  disclosure that
you anticipate implementing and completi ng a major upgrade to your website in
June 2006.  Please revise your disclosure  to include a discussion of how you
intend to account for upgrades to your webs ite.  In addition, pl ease tell us what
consideration you have given to whether the five year amortization period that
you assigned to your initial website development costs is  still appropriate given
this planned upgrade.  Reference paragraph eight of EITF 00-2.

As appropriate, please amend your regist ration 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 cove r 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 amendmen t and responses to our comments.
We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Act of 1933 and that they have  provided all information investors require
for an informed investment 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.

Notwithstanding our comments, in the even t 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 purs uant to delegated authority, declare the
filing effective, it does not foreclose th e 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 staff comments a nd the declaration of effectiveness 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 advi sed that the Division of En forcement has access to all
information you provide to the staff of the Di vision of Corporation Finance in connection
with our review of your filing or in response to our comments on your filing.

Clifford Lerner
Etwine Holdings, Inc. May 22, 2006
Page 4

We will consider a written request for acceleration of the effective date of the
registration statement as conf irmation of the fact that t hose requesting acceleration are
aware of their respective re sponsibilities under the S ecurities Act of 1933 and the
Securities Exchange Act of 1934 as they rela te 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 acce leration of the effective date.
We direct your attention to Rules 46 0 and 461 regarding requesting acceleration
of a registration statement.  Please allow ad equate 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 a dvance of the requested effective date.

You may contact Patricia Armelin at (202)  551-3747 or in her absence, John Cash
at (202) 551-3768 if you have questions rega rding comments on the financial statements
and related matters.  Please contact Brig itte Lippmann at (202) 551-3713 or in her
absence, me at (202) 551-3760 if you have any other questions.

Sincerely,

Pamela A. Long
Assistant Director

cc: Gregg E. Jaclin, Esq.
 Anslow & Jaclin, LLP
 195 Route 9 South, Suite 204
 Manalapan, NJ 07726