SecProbe.io

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

DIVISION OF
CORPORATION FINANCE

Mail Stop 3561
         May 14, 2010  Steven Lipscomb Chief Executive Officer ante5, Inc. One Hughes Drive, Suite 606 Las Vegas, NV 89169
Re: ante5, Inc.
  Registration Statement on Form 10   Filed April 23, 2010   File No. 000-53952

Dear Mr. Lipscomb:   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. Please tell us the exemption from re gistration relied upon in completing the
referenced Plains Energy acquisition.

Steven Lipscomb
ante 5, Inc.
May 14, 2010 Page 2  Letter to ante5, Inc. shareholders

2. Please remove any suggestion that you will become a “publicly traded” company immediately after the spin-off, as you will merely be a publicly reporting
company at that time.
3. Please emphasize in the first bullet point that since shareholder will not have access to information about Peerless and its parent’s financial results and prospects, they can have no assurance th at the $3 million three-year obligation
will be met.
4. Revise to indicate under the bullet points that you presently appear to have a negative cash balance due to  your $500,000 obligation to ante4, Inc., and that you
have had operating losses for the last 2 fiscal periods, quantifying those losses.

What will happen to ante4 stock options, page 3

5. We note your disclosure that the adjusted  and substitute options will have terms
and conditions that will be "generally" inte nded to preserve the intrinsic value of
the original option and be "generally" the same as those of the original options.
Please confirm that there will be no material differences between the original options and the adjusted and substitute options, or revise to disclose such
differences.
 Summary, page 4

6. Please treat your summary and Q&A sect ions as one section and remove
repetition.
7. Please disclose that after this spin-o ff you will constitute a development stage
company.
8. Please include a brief description of th e BDO Valuation Advisors, LLC valuation
of the royalty stream.
 Business, page 8

9. Explain the business purpos e behind retaining certain royalty rights in various
shows.  Explain your intent to “monetize” these assets.  Do you plan to develop
the ante5 business further or simply collect royalties and litigation proceeds?

Steven Lipscomb
ante 5, Inc.
May 14, 2010 Page 3
10. Revise significantly to remove lengthy descriptions of WP T and its businesses
since you no longer own those.  A short summary should suffice.  If your business
is limited to royalty collections, provide descriptions of the royalty agreements.
11. We note from your disclosure on page 9 th at interest in vari ous operations were
excluded from the Party Transaction and con tinue to be part of your business, but
that receivables from Centaurus Games discussed on page 12 were transferred to Party.  Please explain to us  the reason for the different treatment of these assets.
12. Please revise to remove the marketing language from this section, including your references to ClubWPT.com as "innovative" on pages 9 and 12, to the "prestigious" casinos and poker rooms hosting WPT tournaments on page 10, and to the "innovative" sports-style prod uction of your footage on page 10.
13. Please also provide support for your claim on page 13 that Bluff Magazine is the
"world's most widely distributed" poke r magazine or remove this assertion.
 Risk Factors, page 16

14. Please include a separate risk factor that  discusses how current market conditions
are expected to impact the monetization of your assets.
15. Please include a risk factor to discuss your reliance on a single full-time officer
and the risks inherent in the loss of this officer.  Please also discuss the fact that
Mr. Limpscomb's compensation has not yet been determined.  Please also disclose that there are no independent directors.
16. Include a risk factor addressing the a dded costs of being a public company and
quantify those expected costs.
 The valuation of the Royalty Stream  is based on assumptions, page 16

17. Consistent with your disclosure on page  21, please disclose here and in the
forepart of your Q&A or summary secti on that Plains Energy was not willing to
ascribe any value to the Ante5 Assets in negotiating the terms of the Merger.
 The Spin-Off

18. Based upon your current description of the liabilities you acquired from ante4, it is difficult to gauge whether you will be required to pay some, most or all of your liability cap to ante4.  Please revise to cl arify this point to the extent possible.

Steven Lipscomb
ante 5, Inc.
May 14, 2010 Page 4  Material U.S. Federal Income Tax C onsequences of the Spin-Off, page 26

19. Please revise your disclosure on page 27 to remove the language that your disclosure is "for ge neral information only."
 Private Securities Litigat ion Reform Act, page 38

20. Please revise to remove your reference to the Private Securities Litigation Reform
Act as it does not apply to you.

Management, page 39
21. Please disclose the specific positions held by Mr. Simonelli at Business.com,
PeopleMover, The Walt Disney Company, a nd Citicorp, or remove your reference
to these various senior fina nce and operational roles.
22. Please remove the reference to Deloitte & Touche as one of the world's largest
and well-known accounting firms, as we vi ew this as inappropriate marketing
language.

Certain Relationships and Re lated Transactions, page 40
23. We note your disclosure on page 14 relate d to the brand license agreement with
your majority shareholder, Lakes Entertainm ent, Inc.  Please discuss the nature of
this transaction or tell us  why it is not necessary.

* * * * *
  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 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 ev ent 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:

Steven Lipscomb
ante 5, Inc. May 14, 2010 Page 5
• 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 staff comment s and the declaration of effectiveness
as a defense in any proceeding initiat ed by the Commission or any person under
the federal securities laws of the United States.

In addition, please be advise d that the Division of Enfo rcement 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.
  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 acceleration of the effective date.
  We direct your attention to Rules 460 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 John Sticke l at (202) 551-3324 with any questions.  If you need
further assistance, you may c ontact me at (202) 551-3412.
         R e g a r d s ,             A m a n d a  R a v i t z          B r a n c h  C h i e f  –  L e g a l    cc: Via Facsimile (612) 642-8326

 David Polgreen, Esquire