SecProbe.io

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 September 26, 2025

Wah Fu
Chief Executive Officer
International Endeavors Corporation
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun Tong, Hong Kong

 Re: International Endeavors Corporation
 Registration Statement on Form 10-12G
 Filed May 30, 2025
 File No. 000-55649
Dear Wah Fu:

 We have completed our review of your filing. We remind you that the
company and
its management are responsible for the accuracy and adequacy of their
disclosures,
notwithstanding any review, comments, action or absence of action by the staff.

 Sincerely,

 Division of Corporation
Finance
 Office of Real Estate &
Construction
cc: Jenny Chen-Drake
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 VIA EDGAR

 September 18, 2025

 Division of Corporation Finance

 Office of Real Estate & Construction

 U.S. Securities & Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Attention:
 Frank Knapp

 Shannon Menjivar
 Benjamin Holt

 Pam Howell

 Re:
 International Endeavors Corporation

 Amendment No. 2 to Registration Statement on
 Form 10-12G
 Filed August 12, 2025

 File No. 000-55649

 Ladies and Gentlemen:

 On behalf of International
Endeavors Corporation (the " Company ," " we ," " our ," or " us "),
we submit this letter in response to the comments provided by the staff (the " Staff ") of the U.S. Securities and Exchange
Commission (the " Commission ") in its letter dated August 21, 2025 (the " Comment Letter ") with respect
to the Amendment No. 2 to the Registration Statement on Form 10-12G filed with the Commission on August 12, 2025 (the " Amendment
No. 2 ") through EDGAR.

 For your convenience, we have
repeated each of the Staff's comments below in bold text, followed by the Company's responses. We have included page references
in the Amendment No. 2 where the language addressing a particular comment appears. Capitalized terms used but not defined herein have
the meanings set forth in the Amendment No. 2.

 The Company has revised the
Amendment No. 2 in response to the Staff's comments and is concurrently submitting the Amendment No. 3 to the Registration Statement
on Form 10-12G (the " Amendment No. 3 ") with this letter, which reflects these revisions and updates and clarifies certain
other information.

 Amendment No. 2 to Registration Statement on
Form 1012G filed August 12, 2025

 Executive Compensation, page 60

 1.
 We note the revisions made in response to prior comment 8 and we reissue. We note the disclosure on page 58 regarding base salaries and the disclosure on page 59 that you have agreed to pay Messrs. Fu and Au-Yeung a monthly fee of HK$20,000 (approximately $2,564) and HK$10,000 (approximately $1,282) for their services as directors. However, the summary compensation table does not to reflect any base salaries. Please reconcile. In addition, the compensation paid for services as directors does not appear to reflect the full payment for the year ended December 31, 2024, and only appears to reflect two months. Please revise to provide the information required by Item 402 of Regulation S-K or advise. In this regard, this would also include compensation paid as officers and directors of Modulink, the predecessor.

 Response: The Company acknowledges
the Staff's comment and has revised pages 60 and 61 accordingly.

 1

 Index to Consolidated Financial Statements,
page F-1

 2.

 We note your response to prior comment
12. Please address the following:

 ·
 We note your determination that MIL is the accounting acquirer and ongoing operating business, and thus
 the predecessor for financial reporting purposes. Please provide us with your significance assessment for the acquisition of IDVV
 and your analysis of whether you are required to file separate historical financial statements of IDVV and pro forma information
 required by Rule 8-04 and 8-05 of Regulation S-X, respectively; and

 ·
 Please clarify how the assets and liabilities of IDVV were initially recognized by ModuLink Inc.
given that the Stock Purchase Agreement dated January 22, 2025 and consummated February 10, 2025 involved entities that were not under
common control. Please reference the authoritative accounting literature management relied upon.

 Response: The Company acknowledges
the Staff's comment and respectfully provides the following response.

 (i) Shell Company Assessment

 The Company conducted an
independent assessment of the shell company status of International Endeavors Corporation ("IDVV") based on the definition
of a "shell company" under Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act. For the years ended December
31, 2024 and the quarter ended March 31, 2025, IDVV did not have significant operations and therefore qualified as a shell company. A
more detailed analysis supporting this conclusion is provided in our response to SEC Comment #4.

 Pursuant to the Stock Purchase
Agreement dated January 22, 2025, ModuLink Inc. and the Seller agreed that IDVV's sole business, Witech, would be transferred back
to the Seller. Following this transfer, IDVV retained no substantive business operations or realizable assets, further reinforcing our
conclusion that IDVV qualified as a shell company prior to the transaction.

 (ii) Significance Assessment

 In accordance with Rule 1-02(w)
of Regulation S-X, the Company evaluated the significance of the acquisition of IDVV using the asset, income and investment tests.

 Asset Test: As of December
31, 2024 and March 31, 2025, IDVV reported unaudited total assets of $891,380 and $883,568, respectively. However, these assets were comprised
almost entirely of Witech, which under the Stock Purchase Agreement dated January 22, 2025 was required to be transferred back to the
Seller and subsequently disposed of for nil consideration on May 1, 2025. Management also assessed the recoverability of these assets
as remote. Accordingly, such assets should have been fully written off as of December 31, 2024 (or earlier reporting periods, as appropriate).
After adjustment, IDVV's realizable assets were limited to cash of $7,812, representing 0% of MIL's consolidated total assets.

 Income Test: IDVV reported
approximately US$59,000 and US$71,000 of annual revenues in each of the years ended December 31, 2023 and 2024. The management determined
that such revenues were nominal, the associated accounts receivable were not collectible and should have been written off, and therefore
the revenues were not indicative of meaningful ongoing operations. Further, after considering the absence of IDVV's continuing operations,
management determined that IDVV's income from continuing operations was negligible and represented 0% of MIL's consolidated
revenue.

 Investment Test: Under the
terms of the Share Exchange Agreement dated March 28, 2025, the Company agreed to issue 2,356,712,066 shares of IDVV common stock at a
valuation of $0.0034 per share to the shareholders of MIL, representing an aggregate purchase consideration of approximately US$8.0 million.
By comparison, IDVV's realizable assets as of December 31, 2024 were limited to $7,812. Using the reported balance sheet amounts
of IDVV prior to impairment ($891,380 as of December 31, 2024), the investment test ratio would exceed 800%. When adjusted to reflect
realizable assets, the ratio exceeds 100,000%.

 Management also considered
IDVV's market capitalization. Based on the average trading price of $0.00036 during the last five trading days of February 2025
and 1,613,221,854 shares outstanding, IDVV's implied market capitalization was approximately $581,000. This amount represents only
a small fraction (around 7%) of the purchase consideration of approximately $8.0 million issued to the MIL shareholders. Given this insignificant
proportion, together with IDVV's lack of substantive operations and realizable assets, management concluded that market capitalization
does not alter the overall significance assessment.

 Based on the asset, income,
and investment tests, the acquisition of IDVV was not significant under Rule 1-02(w).

 2

 (iii) Application of Rule
15-01(e) and Reverse Recapitalization Guidance

 In accordance with Rule 15-01(e)
of Regulation S-X:

 "After a shell company
registrant… acquires a business that is its predecessor, the financial statements of the shell company for periods prior to consummation
of the acquisition are not required to be included…"

 In our case:

 · IDVV qualified as a shell company prior to the acquisition;

 · MIL has been determined to be the accounting acquirer and the ongoing operating business, and therefore the predecessor for financial reporting purposes. This determination results from the adoption of the accounting guidance for a Merger of Entities under Common Control and a Reverse Recapitalization, as described in Note 1 to the audited financial statements of IDVV for the years ended December 31, 2023 and 2024; and

 ·
IDVV's audited consolidated financial statements for the two most recent fiscal years and the interim period ended March 31, 2025
have been provided and retrospectively presented in Amendment No. 1 to Form 10 to reflect the reverse recapitalization appropriately.

 Accordingly, consistent with
Rule 15-01(e) and established SEC practice for reverse recapitalizations, separate audited financial statements of IDVV prior to the share
exchange are not required. Given IDVV's status as a shell company and absence of meaningful historical operations or realizable
assets, such financial statements would not provide useful or relevant information to investors.

 (iv) With respect to the
acquisition of IDVV by ModuLink Inc. pursuant to the Stock Purchase Agreement dated January 22, 2025 and consummated on February 10, 2025,
the transaction involved ModuLink Inc. acquiring the outstanding preferred shares of IDVV.

 Under ASC 805-10-20, a "business
combination" occurs when an acquirer obtains control of one or more businesses. For this definition to apply, the acquired set of
activities and assets must meet the definition of a "business" under ASC 805-10-55-3A and meeting the requirements in paragraphs
805-10-55-4 through 55-6 and 805-10-55-8 through 55-9. Based on management's assessment, the acquired preferred shares did not transfer
to ModuLink Inc. an integrated set of activities and processes capable of producing outputs. Accordingly, the transaction was accounted
for as a purchase of equity interests rather than as a business combination.

 Because the transaction does
not qualify as a business combination:

 · The recognition
and measurement principles of ASC 805 were not applicable, and the assets and liabilities of IDVV were therefore not remeasured or re-recognized
in ModuLink Inc.'s financial statements as of the consummation date.

 · The guidance in
ASC 805-50 relating to common control transactions was also not applicable, as the Stock Purchase Agreement involved entities that were
not under common control (ASC 810-10).

 In addition, pursuant to
the Stock Purchase Agreement, ModuLink Inc. and the Seller agreed that IDVV's sole business, Witech, would be transferred back to
the Seller. As a result:

 · In accordance with
ASC 205-20 (Discontinued Operations) and ASC 360-10 (Impairment or Disposal of Long-Lived Assets), the assets of IDVV associated with
Witech were required to be classified as "held for sale" as of the agreement date.

 3

 · Because these assets
were subsequently disposed of to the Seller for nil consideration on May 1, 2025, they had no realizable value.

 · Accordingly, such
assets should have been fully written off in IDVV's financial statements as of December 31, 2024 or in earlier reporting periods,
as appropriate.

 Therefore, ModuLink Inc. did not re-recognize
IDVV's assets or liabilities upon consummation. Instead, ModuLink Inc. recorded only its investment in IDVV's equity interests,
and therefore the stock purchase transaction has no impact on the financial statements of IDVV as of the consummation date on February
10, 2025.

 3.

 We also note you accounted for the Share
Exchange as a transaction between entities under common control and that the historical financial statements of the registrant reflect
those of MIL for all periods, which are presented with a retrospective presentation and combination of the consolidated financial statements
as if the Share Exchange and disposal of the original business had occurred and the current group structure had existed at the beginning
of the earliest reporting period presented. We further note that it appears that IDVV and MIL were not under the common control of Mr.
Tam, Mr. Fu and Mr. Au-Yeung ("control group") until February 10, 2025.

 Please address the following:

 ·
 Please tell us your basis in U.S. GAAP for excluding the original business of IDVV
 from the historical consolidated financial statements that include IDVV.

 ·
 Please clarify for us who controlled MIL for all periods from January 1, 2023 to date. In your
 response, please clarify for us if ownership of MIL changed since January 1, 2023.

 ·
 Please tell us your basis in U.S. GAAP for consolidating IDVV and MIL prior to February 10, 2025,
 the date it appears these entities became under common control of the control group.

 Response: The Company acknowledges
the Staff's comment and respectfully provides the following response.

 (i) Exclusion of Original
IDVV Business from Historical Consolidated Financial Statements

 As noted in our response
to SEC Comment #4, IDVV qualified as a shell company prior to the consummation of the Share Exchange. Pursuant to the Stock Purchase Agreement
dated January 22, 2025, ModuLink Inc. and the Seller agreed that IDVV's sole operating business, Witech, would be transferred back
to the Seller.

 In accordance with ASC 205-20
(Discontinued Operations) and ASC 360-10 (Impairment or Disposal of Long-Lived Assets), the assets of Witech were required to be classified
as held for sale as of the agreement date. Because these assets were subsequently disposed of to the Seller for nil consideration on May
1, 2025 and management had determined that their recoverability was remote, they had no realizable value and were required to be fully
written off as of December 31, 2024 (or earlier reporting periods, as appropriate).

 Accordingly, as of the consummation
of the Share Exchange, IDVV had no substantive operations and no realizable assets. On this basis, IDVV met the definition of a "shell
company" under Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act.

 4

 The consolidated financial
statements of IDVV have been prepared on the basis of common control accounting, as if control by the same control group had existed throughout
the earlier reporting periods presented. Under ASC 805-50, retrospective combination of entities under common control is appropriate to
provide meaningful continuity of financial reporting. Because the Witech operations were contractually transferred back to the Seller
and did not remain under the continuing control of ModuLink or its shareholders, the historical results of Witech are excluded from the
consolidated financial statements.

 Conclusion: Based
on the foregoing, the original IDVV business is excluded from the historical consolidated financial statements because (i) its assets
had no realizable value and were disposed of for nil consideration, (ii) IDVV functioned solely as a shell company upon consummation of
the Share Exchange, and (iii) under ASC 805-50, common control accounting requires presentation only of the ongoing operations that remain
under the common control group.

 (ii) Control of MIL

 ModuLink Investment Limited
("MIL") was incorporated on March 13, 2025 in the British Virgin Islands. On March 25, 2025, MIL completed a group restructuring
through a share exchange transaction with the shareholders of ModuLink Corporation Limited ("MCL"), a company incorporated
in Hong Kong. MIL, together with MCL and its subsidiaries and associated company (the "ModuLink Group") had undertook a series
of restructuring transactions prior to the Stock Exchange to consolidate the businesses ultimately controlled by Mr. Tam, Mr. Fu, and
Mr. Au-Yeung (the "control group"). More details of the restructuring can be referred to Note 3 to the audited financial statements
of IDVV for the years ended December 31, 2023 and 2024. As a result, the control group has maintained continuous control over the operations
comprising MIL and its controlled entities from January 1, 2023 through the date of this filing.

 Accordingly, the consolidated
financial statements of IDVV and MIL have been prepared on t

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 August 21, 2025

Wah Fu
Chief Executive Officer
International Endeavors Corporation
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun Tong, Hong Kong

 Re: International Endeavors Corporation
 Amendment No. 2 to Registration Statement on Form 10-12G
 Filed August 12, 2025
 File No. 000-55649
Dear Wah Fu:

 We have reviewed your filing and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response and any amendment you may file in
response to this
letter, we may have additional comments. Unless we note otherwise, any
references to prior
comments are to comments in our July 29, 2025 letter.

Amendment No. 2 to Registration Statement on Form 10-12G filed August 12, 2025
Executive Compensation, page 60

1. We note the revisions made in response to prior comment 8 and we
reissue. We note
 the disclosure on page 58 regarding base salaries and the disclosure on
page 59 that
 you have agreed to pay Messrs. Fu and Au-Yeung a monthly fee of
HK$20,000
 (approximately $2,564) and HK$10,000 (approximately $1,282) for their
services as
 directors. However, the summary compensation table does not to reflect
any base
 salaries. Please reconcile. In addition, the compensation paid for
services as directors
 does not appear to reflect the full payment for the year ended December
31, 2024, and
 only appears to reflect two months. Please revise to provide the
information required
 by Item 402 of Regulation S-K or advise. In this regard, this would also
include
 compensation paid as officers and directors of Modulink, the
predecessor.
 August 21, 2025
Page 2

Index to Consolidated Financial Statements, page F-1

2. We note your response to prior comment 12. Please address the following:
 We note your determination that MIL is the accounting acquirer and
ongoing
 operating business, and thus the predecessor for financial reporting
 purposes. Please provide us with your significance assessment for the
acquisition
 of IDVV and your analysis of whether you are required to file separate
historical
 financial statements of IDVV and pro forma information required by
Rule 8-
 04 and 8-05 of Regulation S-X, respectively; and
 Please clarify how the assets and liabilities of IDVV were initially
recognized by
 ModuLink Inc. given that the Stock Purchase Agreement dated January
22, 2025
 and consummated February 10, 2025 involved entities that were not
under
 common control. Please reference the authoritative accounting
literature
 management relied upon.
3. We also note you accounted for the Share Exchange as a transaction
between entities
 under common control and that the historical financial statements of the
registrant
 reflect those of MIL for all periods, which are presented with a
retrospective
 presentation and combination of the consolidated financial statements as
if the Share
 Exchange and disposal of the original business had occurred and the
current group
 structure had existed at the beginning of the earliest reporting period
presented. We
 further note that it appears that IDVV and MIL were not under the common
control of
 Mr. Tam, Mr. Fu and Mr. Au-Yeung ( control group ) until February
10, 2025.
 Please address the following:
 Please tell us your basis in U.S. GAAP for excluding the original
business of
 IDVV from the historical consolidated financial statements that
include IDVV.
 Please clarify for us who controlled MIL for all periods from
January 1, 2023 to
 date. In your response, please clarify for us if ownership of MIL
changed since
 January 1, 2023
 Please tell us your basis in U.S. GAAP for consolidating IDVV and
MIL prior to
 February 10, 2025, the date it appears these entities became under
common
 control of the control group.
4. Notwithstanding the comments above, we note your view that IDVV (the
registrant)
 qualified as a shell company prior to the acquisition, which appears
contrary to
 information included in its December 31, 2024 annual report and March
31, 2025
 quarterly report respectively published February 7, 2025 and April 28,
2025 on the
 OTC Markets website. Under the Shell Status section, both reports
indicate the
 company was not a shell company and that its shell status had not
changed since the
 previous reporting period. Additionally, the financial statements and
related disclosure
 in both reports portray the company as actively operating. Lastly, we
note that two
 promissory notes of IDVV were transferred pursuant to the Stock Purchase
 Agreement dated January 22, 2025. Please further explain how you
determined it
 appropriate to omit separate financial statements of IDVV considering
these facts.
 August 21, 2025
Page 3
Exhibits

5. We note the response to prior comment 10 that you have an oral
agreement, but no
 written agreement, with Leidenford Ltd. Please file a written
description of the oral
 agreement. See Regulation S-K C&DI Question 146.04.

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Please contact Frank Knapp at 202-551-3805 or Isaac Esquivel at
202-551-3395 if
you have questions regarding comments on the financial statements and related
matters.
Please contact Benjamin Holt at 202-551-6614 or Pam Howell at 202-551-3357 with
any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Jenny Chen-Drake
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 VIA EDGAR

 August 12, 2025

 Division of Corporation Finance

 Office of Real Estate & Construction

 U.S. Securities & Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Attention:
 Frank Knapp

 Shannon Menjivar
 Benjamin Holt

 Pam Howell

 Re:
 International Endeavors Corporation

 Amendment No. 1 to Registration Statement on
 Form 10-12G
 Filed July 3, 2025

 File No. 000-55649

 Ladies and Gentlemen:

 On behalf of International
Endeavors Corporation (the " Company ," " we ," " our ," or " us "),
we submit this letter in response to the comments provided by the staff (the " Staff ") of the U.S. Securities and Exchange
Commission (the " Commission ") in its letter dated July 29, 2025 (the " Comment Letter ") with respect
to the Amendment No. 1 to the Registration Statement on Form 10-12G filed with the Commission on July 3, 2025 (the " Amendment
No. 1 ") through EDGAR.

 For your convenience, we have
repeated each of the Staff's comments below in bold text, followed by the Company's responses. We have included page references
in the Amendment No. 1 where the language addressing a particular comment appears. Capitalized terms used but not defined herein have
the meanings set forth in the Amendment No. 1.

 The Company has revised the
Amendment No. 1 in response to the Staff's comments and is concurrently submitting the Amendment No. 2 to the Registration Statement
on Form 10-12G (the " Amendment No. 2 ") with this letter, which reflects these revisions and updates and clarifies certain
other information.

 Amendment No. 1 to Registration Statement on
Form 1012G filed July 3, 2025

 Introductory Comment, page iii

 1.
 Please revise to clearly state whether you conduct any operations through a variable interest entity. In this regard, we note your disclosure here that you conduct operations through your wholly owned subsidiaries based in Hong Kong and an affiliated company in Australia. However, in Note 2 to your financial statements on page F-28, you refer to the company's subsidiaries and variable interest entity.

 Response: The Company acknowledges
the Staff's comment and respectfully advises the Staff that the Company does not have variable interest entities. We have revised
Note 2 to the financial statements accordingly.

 2.
 Where you discuss the Holding Foreign Companies Accountable Act (HFCAA), please revise to clarify that the HFCAA, as amended by the Consolidated Appropriations Act, 2023, decreased the number of consecutive non-inspection years triggering the trading prohibition from three years to two years. Please also revise similar disclosures on pages vi and 29-30.

 Response: The Company acknowledges
the Staff's comment and has revised pages iii, v, 30, and 31 accordingly.

   1

 Business, page 1

 3.
 Please revise the organizational chart on page 1 to also reflect ModuLink Inc.'s preferred ownership interest in you and your directors' interests in ModuLink Inc., as you discuss on page 2 and elsewhere.

 Response: The Company acknowledges
the Staff's comment and has revised page 1 accordingly.

 4.

 Please clarify the statement on page 2 that
 "we believe that our current cash and other sources of liquidity discussed below are adequate to support operations for at least
 the next 12 months." In this regard we note that two promissory notes in the amount of $124,549 are past due, see page 26, and we
 note that cash flow from operations was negative, see page F-5. Please also include a discussion of this default in the MD&A
 section.

 Response: The Company acknowledges
the Staff's comment and has revised pages 2, 41 and 45 accordingly.

 5.
 We note that most of your revenues appear related to specific projects, such as those included in the tables on page 7, which we note does not include any projects after 2023. Please revise to also provide more details regarding the specific material projects undertaken in 2024 and currently being undertaken by the company. For those projects currently being undertaken, please describe the material terms of each individual contract including the term length (multi-year, one year, etc.), specific details of the planned construction and services provided, and any material provisions or conditions that may affect the completion of the project.

 Response: The Company acknowledges
the Staff's comment and has revised page 8 accordingly.

   2

 Management's Discussion and Analysis of the
Results of Operations, page 40

 6.
 When discussing the results of operations, please discuss in greater detail the reasons for the changes in the line items. For example, please explain the underlying reasons for the drop in revenue derived from the design and build services. See Item 303(b) of Regulation S-K.

 Response: The Company acknowledges
the Staff's comment and has revised the Management's Discussion and Analysis of the Results of Operations section accordingly.

 Item 5. Directors and Executive Officers, page 55

 7.
 Please ensure that you have described the business experience during the past five years of each of your directors and executive officers, including each person's principal occupations and employment during the past five years and the name and principal business of any corporation or other organization in which such occupations and employment were carried on. See Item 401(e) of Regulation S-K.

 Response: The Company acknowledges
the Staff's comment and has revised pages 56 and 57 accordingly.

 Executive Compensation, page 58

 8.
 We note the disclosure on page 58 regarding base salaries and the disclosure on page 59 that you have agreed to pay Messrs. Fu and Au-Yeung a monthly fee of HK$20,000 (approximately $2,564) and HK$10,000 (approximately $1,282) for their services. However, the summary compensation table does not reflect any base salary. Please advise or revise. To the extent that compensation was deferred, please include the amount in the appropriate column of the table. See Instruction 4 to Item 402(n) of Regulation S-K. Please reconcile or advise regarding similar inconsistency with the director compensation. Please also revise the narrative following the summary compensation table and director compensation table to explain what is included in the all other compensation column.

 Response: The Company acknowledges
the Staff's comment and has revised pages 60 and 61 accordingly.

 Item 7. Certain Relationships and Related Transactions, and Director
Independence, page 61

 9.
 Please expand to disclose all of the information required by Item 404(a)(5) of Regulation S-K for the two promissory notes held by Zenith HK.

 Response: The Company acknowledges
the Staff's comment and has revised pages 62 and 63 accordingly.

   3

 10.
 As applicable, please file as an exhibit any material contract related to the transactions with Leidenford Ltd. See Item 601(b)(10) of Regulation S-K.

 Response: The Company acknowledges
the Staff's comment and notes that the Company is not a party to a written contract with Leidenford Ltd. but is a party to an oral
agreement. The Company has revised page 64 to describe the terms of the Company's oral agreement with Leidenford Ltd.

 Item 9. Market Price of and Dividends of the Registrant's Common
Equity and Related

 Stockholder Matters, page 64

 11.
 Please revise to disclose, if true, that your securities are quoted on the OTCID Basic Market. As applicable, please also revise your references to the Over-the-Counter-Bulletin-Board on pages iii and 2.

 Response: The Company acknowledges
the Staff's comment and has revised pages ii, 2 and 65 accordingly.

 Index to Consolidated Financial Statements, page F-1

 12.
 It appears you have presented consolidated financial statements of International Endeavors Corporation and ModuLink Investment Limited as of and for the years ended December 31, 2024 and 2023, and as of and for the three months ended March 31, 2025 and 2024. We note your disclosure on page F-6 that there was a change of control in early 2025. In light of this change of control, we are unclear how you determined it was appropriate to present financial statements as if the share exchange had occurred at the beginning of the earliest reporting period presented. Please advise, or revise to separately present audited financial statements of International Endeavors Corporation in accordance with Article 8 of Regulation S-X, as required by Item 13 of Form 10.

 Response: The Company respectfully acknowledges
the Staff's comment and provide the following explanation to support its determination that the Share Exchange between International
Endeavors Corporation ("IDVV") and ModuLink Investment Limited ("MIL") should be accounted for as a reverse recapitalization.

 1.
 Transaction Sequence and Linkage

 The transaction timeline is summarized below:

 ·
 February 10, 2025: ModuLink Inc., a British Virgin Islands company, acquired 100% of the issued and outstanding Preferred A shares of IDVV from Mr. Raymond Valdez, the prior sole officer and director. As a result, ModuLink Inc. obtained voting and operational control of IDVV. Simultaneously, Mr. Valdez resigned from all positions, and the new directors and officers affiliated with ModuLink Inc. were appointed.

 ·
 March 28, 2025: IDVV entered into a Share Exchange Agreement with the shareholders of MIL, a newly formed holding company incorporated in the British Virgin Islands. The principal shareholders and officers of MIL - Mr. Tam, Mr. Fu, and Mr. Au-Yeung who collectively hold a 60% equity interest in MIL are the same individuals who hold 100% of the ownership interests in ModuLink Inc.

 ·
 May 1, 2025: The Share Exchange was consummated, with IDVV issuing common shares in exchange for 100% of the equity interests of MIL, thereby making MIL a wholly owned subsidiary of IDVV.

 The February 2025 change of control was not an
isolated or independent transaction, but rather an initial step in a coordinated and integrated series of transactions designed to facilitate
the combination of MIL with IDVV and allow MIL to become a public company. ModuLink Inc. was established specifically to acquire control
of IDVV in anticipation of the subsequent Share Exchange with MIL, as part of a broader strategic reorganization planned and executed
by the same group of beneficial owners.

   4

 2. Continuity of Control

 From the time of the February 2025 change of control
through the May 2025 Share Exchange, the same group of individuals maintained continuous and effective control over all entities involved:

 ·
 ModuLink Inc., the acquirer of IDVV's Preferred A shares, is beneficially
owned and controlled by Mr. Tam, Mr. Fu, and Mr. Au-Yeung, holding 50%, 25%, and 25% ownership interests, respectively. These individuals
are also the majority shareholders and directors of MIL and its operating subsidiaries.

 ·
 At no point between February and May 2025 was there a change in the ultimate
ownership or governance of either IDVV or MIL;

 ·
 From February 2025 onward, IDVV's management, governance, and corporate
direction were entirely aligned with MIL, and controlled by the same beneficial owners.

 This continuity of ownership and control across
all entities and throughout the entire transaction sequence demonstrates that the Share Exchange was a culmination of an integrated plan
and that IDVV and MIL were under common control as early as February 2025.

 3. Common Control and Reverse Recapitalization
Basis

 Pursuant to ASC 805-50-15-6, entities are considered
under common control when the same individual(s) or group holds a controlling financial interest in each entity, and that control is not
transitory. In this case:

 ·
 The individuals exercising control over both ModuLink Inc. and MIL remained
identical and consistent throughout the transaction period;

 ·
 The February 2025 acquisition of IDVV's Preferred A shares by ModuLink
Inc. effectively transferred control to the same group controlling MIL;

 ·
 There was no unrelated third-party involvement, and no change in control
occurred at any point thereafter;

 ·
 The Share Exchange was part of a planned sequence of events with a common
strategic objective - to reorganize MIL under a public shell company controlled by the same ownership.

 Additionally, pursuant to Regulation S-X Rule 3-05(a)(3), acquisitions
of a group of related businesses that are probable or have occurred subsequent to the latest fiscal year-end must be treated as a single
business acquisition if the businesses:

 (i) are under common control or management;
(ii) are mutually conditional on one another; or

 (iii) are conditioned on a single common event.

 In our case, the acquisition of IDVV's Preferred
A shares in February 2025 and the subsequent Share Exchange with MIL in May 2025 meet all three of these conditions. The same individuals
- Mr. Tam, Mr. Fu, and Mr. Au-Yeung - controlled both ModuLink Inc. and MIL throughout the transaction period. The Share Exchange
was not a stand-alone event, but rather the culmination of a pre-planned series of coordinated actions intended to reorganize MIL under
a public company. These transactions were interdependent, strategically linked, and executed with a single, common objective: to bring
MIL public through a reverse recapitalization. Accordingly, based on Rule 3-05(a)(3), the transactions should be treated as a single acquisition
of related businesses under common control, further supporting our conclusion that common control accounting and reverse recapitalization
treatment are appropriate.

   5

 Accordingly, the Share Exchange qualifies as a
transaction between entities under common control. The appropriate accounting treatment under ASC 805-40-25-1 is to account for the transaction
as a reverse recapitalization, whereby:

 ·
 MIL is identified as the accounting acquirer;

 ·
 IDVV, though the legal acquirer, is a non-operating public shell and is
treated as the accounting acquiree;

 ·
 The transaction is treated as a capital reorganization, not a business
combination under the acquisition method;

 ·
 The historical financial statements of the registrant reflect those of
MIL for all periods presented.

 This conclusion is supported by the SEC Financial
Reporting Manual (FRM) Sections 12100, which confirm that reverse recapitalizations should be accounted for as capital transactions, and
that the financial statements of the accounting acquirer (i.e., MIL) should be presented for all periods.

 4. Financial Reporting Implications under Regulation
S-X Rule 15-01(e)

 In accordance with Rule 15-01(e) of Regulation
S-X:

 "After a shell company registrant... acquires
a business that is its predecessor, the financial statements of the shell company for periods prior to consummation of the acquisition
are not required to be included..."

 In our case:

 ·
 IDVV qualifies
as a shell company prior to the acquisition;

 ·
 MIL is the accounting acquirer
and ongoing operating business, and thus the predecessor for financial reporting purposes;

 ·
 MIL's audited financial statements for the two most recent fiscal
years and the interim period ended March 31, 2025 have been provided and retrospectively presented in Amendment No. 1 to Form 10 to reflect
the reverse recapitalization appropriately.

 Therefore, in line with Rule 15-01(e) and established
SEC practice for reverse recapitalizations, separate audited financial statements of IDVV prior to the Share Exchange are not required,
nor would they provide useful or relevant information to investors, given the absence of historical operations.

   6

 Conclusion

 In summary:

 ·
 The February 2025 change of control was the initiating event in an
integrated and planned reorganization, culminating in the Share Exchange;

 ·
 Continuous control by the same group of individuals across ModuLink
Inc., MIL, and IDVV substantiates the application of common control accounting;

 ·
 The Share Exchange co

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 July 29, 2025

Wah Fu
Chief Executive Officer
International Endeavors Corporation
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun Tong, Hong Kong

 Re: International Endeavors Corporation
 Amendment No. 1 to Registration Statement on Form 10-12G
 Filed July 3, 2025
 File No. 000-55649
Dear Wah Fu:

 We have reviewed your filing and have the following comments.

 Please respond to this letter within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe a
comment applies to your facts and circumstances, please tell us why in your
response.

 After reviewing your response and any amendment you may file in
response to this
letter, we may have additional comments.

Amendment No. 1 to Registration Statement on Form 10-12G filed July 3, 2025
Introductory Comment, page iii

1. Please revise to clearly state whether you conduct any operations
through a variable
 interest entity. In this regard, we note your disclosure here that you
conduct operations
 through your wholly owned subsidiaries based in Hong Kong and an
affiliated
 company in Australia. However, in Note 2 to your financial statements on
page F-28,
 you refer to the company s subsidiaries and variable interest entity.
2. Where you discuss the Holding Foreign Companies Accountable Act (HFCAA),
 please revise to clarify that the HFCAA, as amended by the Consolidated
 Appropriations Act, 2023, decreased the number of consecutive
non-inspection years
 triggering the trading prohibition from three years to two years. Please
also revise
 similar disclosures on pages vi and 29-30.
 July 29, 2025
Page 2

Business, page 1

3. Please revise the organizational chart on page 1 to also reflect
ModuLink Inc.'s
 preferred ownership interest in you and your directors' interests in
ModuLink Inc., as
 you discuss on page 2 and elsewhere.
4. Please clarify the statement on page 2 that "we believe that our current
cash and other
 sources of liquidity discussed below are adequate to support operations
for at least the
 next 12 months." In this regard we note that two promissory notes in the
amount
 of $124,549 are past due, see page 26, and we note that cash flow from
operations was
 negative, see page F-5. Please also include a discussion of this default
in the MD&A
 section.
5. We note that most of your revenues appear related to specific projects,
such as those
 included in the tables on page 7, which we note does not include any
projects after
 2023. Please revise to also provide more details regarding the specific
material
 projects undertaken in 2024 and currently being undertaken by the
company. For
 those projects currently being undertaken, please describe the material
terms of each
 individual contract including the term length (multi-year, one year,
etc.), specific
 details of the planned construction and services provided, and any
material provisions
 or conditions that may affect the completion of the project.
Management's Discussion and Analysis of the Results of Operations, page 40

6. When discussing the results of operations, please discuss in greater
detail the reasons
 for the changes in the line items. For example, please explain the
underlying reasons
 for the drop in revenue derived from the design and build services. See
Item 303(b) of
 Regulation S-K.
Item 5. Directors and Executive Officers, page 55

7. Please ensure that you have described the business experience during the
past five
 years of each of your directors and executive officers, including each
person's
 principal occupations and employment during the past five years and the
name and
 principal business of any corporation or other organization in which
such occupations
 and employment were carried on. See Item 401(e) of Regulation S-K.
Executive Compensation, page 58

8. We note the disclosure on page 58 regarding base salaries and the
disclosure on page
 59 that you have agreed to pay Messrs. Fu and Au-Yeung a monthly fee of
 HK$20,000 (approximately $2,564) and HK$10,000 (approximately $1,282)
for their
 services. However, the summary compensation table does not reflect any
base salary.
 Please advise or revise. To the extent that compensation was deferred,
please include
 the amount in the appropriate column of the table. See Instruction 4 to
Item 402(n) of
 Regulation S-K. Please reconcile or advise regarding similar
inconsistency with the
 director compensation. Please also revise the narrative following the
summary
 compensation table and director compensation table to explain what is
included in the
 all other compensation column.
 July 29, 2025
Page 3
Item 7. Certain Relationships and Related Transactions, and Director
Independence, page 61

9. Please expand to disclose all of the information required by Item
404(a)(5) of
 Regulation S-K for the two promissory notes held by Zenith HK.
10. As applicable, please file as an exhibit any material contract related
to the transactions
 with Leidenford Ltd. See Item 601(b)(10) of Regulation S-K.
Item 9. Market Price of and Dividends of the Registrant's Common Equity and
Related
Stockholder Matters, page 64

11. Please revise to disclose, if true, that your securities are quoted on
the OTCID Basic
 Market. As applicable, please also revise your references to the
Over-the-Counter-
 Bulletin-Board on pages iii and 2.
Index to Consolidated Financial Statements, page F-1

12. It appears you have presented consolidated financial statements of
International
 Endeavors Corporation and ModuLink Investment Limited as of and for the
years
 ended December 31, 2024 and 2023, and as of and for the three months
ended March
 31, 2025 and 2024. We note your disclosure on page F-6 that there was a
change of
 control in early 2025. In light of this change of control, we are
unclear how you
 determined it was appropriate to present financial statements as if the
share exchange
 had occurred at the beginning of the earliest reporting period
presented. Please advise,
 or revise to separately present audited financial statements of
International Endeavors
 Corporation in accordance with Article 8 of Regulation S-X, as required
by Item 13 of
 Form 10.
Exhibits

13. Please re-file Exhibit 10.6 in accordance with Item 601(b)(10)(iv) of
Regulation S-K.
 In this regard, we note that you have redacted certain provisions of the
agreement.

 We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence
of action by the staff.

 Please contact Frank Knapp at 202-551-3805 or Shannon Menjivar at
202-551-3856 if
you have questions regarding comments on the financial statements and related
matters.
Please contact Benjamin Holt at 202-551-6614 or Pam Howell at 202-551-3357 with
any
other questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Jenny Chen-Drake
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 International Endeavors Corporation
Unit 2, Level 6,
Westin Centre,
26 Hung To Road,
Kwun Tong, Hong Kong

 Via Email

 July 3, 2025

 Division of Corporation Finance
Office of Real Estate & Construction

 United States Securities and Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Attn: Pam Howell

 Dear Ms. Howell,

 Re: International Endeavors Corporation (the "IDVV")
Registration Statement on Form 10-12G
Filed May 30, 2025
File No. 000-55649

 The Company is submitting this letter in response
to the comment provided by the staff (the "Staff") of the U.S. Securities and Exchange Commission in its letter dated June
23, 2025 (the "Comment Letter") with respect to the Registration Statement on Form 10-12G filed with the Commission on May
30, 2025 (the "Form 10") through EDGAR.

 For your convenience, we have repeated the Staff's
comment below in bold text, followed by the Company's response. Capitalized terms used but not defined herein have the meanings
set forth in the Form 10.

 Correspondence Dated June 16, 2025

 General

 We acknowledge your response to our prior
letter. Our prior letter noted that your filing fails in material respects to comply with the requirements of the Securities Exchange
Act of 1934, the rules and regulations thereunder and the requirements of the form, and that more specifically, you have not included
audited financial statements of International Endeavors Corporation in accordance with Article 8 of Regulation S-X, as required by Item
13 of Form 10. We continue to note the same issue.

 Response: We respectfully acknowledge the general
requirement under Form 10 and Regulation S-X for registrants to include audited financial statements. In reverse acquisition scenarios
where the accounting acquirer is a private operating company (ModuLink Group) and the legal acquirer (IDVV) has minimal prior operations,
the presentation of only the financial statements of the accounting acquirer may be appropriate pursuant to the SEC Financial Reporting
Manual Topic 12, Rule 15-01(e) of Regulation S-X and past precedence of the Securities and Exchange Commission. In the Form 10-12G filed
with the Commission on May 30, 2025, the Company mistakenly filed two years of audited consolidated financial statements for the years
ended December 31, 2024 and 2023, and the unaudited consolidated financial statements for the three months ended March 31, 2025 of ModuLink
Group, without taking into account the reverse recapitalization retrospectively. We have filed an amendment to the Form 10 to include
the consolidated financial statements of IDVV and ModuLink Group on the basis below (as stated in Note 1 of the consolidated financial
statements of Item 15a in the Amendment No.1 to Form 10) and have restated all comparative financial statements to reflect the reverse
recapitalization, presenting ModuLink's historical financial statements as those of IDVV:

   1

 Change in Control

 On January 22, 2025,
Raymond Valdez, the sole executive officer and director entered into the Stock Purchase Agreement, pursuant to which Mr. Valdez agreed
to sell (the "Sale") to ModuLink Inc., a British Virgin Islands corporation, and Zenith (Hong Kong) Engineering Limited,
a Hong Kong corporation, 200,000 shares of Preferred A shares, representing all of the issued and outstanding shares of Preferred A,
and the transfer of certain promissory notes of the Company held by third parties. The Sale was consummated on February 10, 2025. Concurrently,
the directors of ModuLink Inc. were appointed as the executive officers and directors of the Company and Raymond Valdez resigned as the
sole executive officer and director.

 Share Exchange for
Acquisition of ModuLink Investment Limited

 On March 28, 2025, the
Company entered into a Share Exchange Agreement (the "Share Exchange") with the shareholders of ModuLink Investment Limited
(hereafter referred to as, MIL), a British Virgin Islands limited liability company. Under the terms of the agreement, the Company agreed
to acquire 100% of the issued and outstanding shares of MIL by issuing 2,356,712,066 shares of common stock. This Share Exchange was
consummated on May 1, 2025, and MIL became a 100% owned subsidiary of the Company.

 MIL is a holding company which was incorporated
on March 13, 2025 in the British Virgin Islands. On March 25, 2025, MIL completed a group restructuring through a share exchange transaction
with the shareholders of ModuLink Corporation Limited ("MCL"), a company incorporated in Hong Kong. MCL is the holding company
of the entire equity interests in its subsidiaries including Zenith Integrated Modular Limited ("ZIML"), Zenith AY Modular
Buildings Company Limited ("ZAMBCL") and ModuLink InnoTech Company Limited ("MICL"). Details of the Company's
principal subsidiaries as of December 31, 2024 are described in Note 3 – Subsidiaries. Upon the completion of the share exchange,
MIL became the parent holding company of MCL.

 MIL together with MCL and its subsidiaries and
associated company (collectively the "ModuLink Group") are primarily engaged in property development construction and design
services by implementing modular integrated construction technology ("MiC"), embedded with our proprietary atmospheric water
generators ("AWG") and property management system by internet of things technology ("IoT"). The headquarter of
ModuLink Group is located in the Hong Kong Special Administrative Region of the People's Republic of China ("PRC" or
"China").

 Following the Share Exchange, ModuLink Group
became the primary operating business of the Company.

 Merger of Entities
under Common Control and Reverse Recapitalization

 Prior to the Share Exchange,
the Company was considered as a shell company due to its nominal assets and limited operation.

 The Share Exchange between
the Company and MIL on March 28, 2025, is considered a merger of entities under common control as Mr. TAM, Hin Wah Anthony, Mr. FU, Wah
and Mr. AU-YEUNG Sai Kit are the common directors and major shareholders of both the Company and MIL. Upon the consummation of acquisition
on May 1, 2025, MIL became the ongoing operating entity of the Company, MIL is deemed to be the accounting acquirer for accounting purposes.
The transaction will be treated as a recapitalization of the Company.

 Accordingly, the transaction is accounted for
as a reverse recapitalization of the Company, with MIL deemed the accounting acquirer and the Company treated as the accounting acquiree
for financial reporting purposes. Under the guidance in Accounting Standard Codification (ASC) Topic 805, for transactions between entities
under common control, the assets, liabilities and results of operations, are recognized at their carrying amounts as of the consummation
date of the Share Exchange. This accounting treatment requires a retrospective presentation and combination of the consolidated financial
statements as if the share exchange had occurred at the beginning of the earliest reporting period presented. Accordingly, the historical
financial statements of the Company reflect those of the accounting acquirer, i.e. the ModuLink Group, prior to the transaction, accompanied
by a recapitalization of the Company's equity structure.

 As stated in our prior correspondence dated June
16, 2025 ("June 16 Correspondence"), IDVV recently completed a reverse acquisition (the "Acquisition") of ModuLink
Investment Limited and its subsidiaries (collectively, the "ModuLink Group"), a group of private operating companies. Following
the Acquisition, ModuLink Group became the operating business of the registrant.

 2

 Application of SEC Financial Reporting
Manual Topic 12 :

 According to the SEC Financial
Reporting Manual Topic 12:

 12100 General.
The acquisition of a private operating company by a non-operating public shell corporation typically results in the owners and management
of the private company having actual or effective voting and operating control of the combined company. The staff considers a public
shell reverse acquisition to be a capital transaction in substance, rather than a business combination. That is, the transaction
is a reverse recapitalization, equivalent to the issuance of stock by the private company for the net monetary assets of the shell corporation
accompanied by a recapitalization. The accounting is similar to that resulting from a reverse acquisition, except that no goodwill or
other intangible assets should be recorded.

 12210
General

 12210.1
 SEC rules do not directly address a registrant's financial reporting obligations in the event that it acquires another entity
in a transaction accounted for as either a reverse acquisition or reverse recapitalization."

 Prior
to the Acquisition, IDVV was not a reporting company subject to the reporting requirements under the Exchange Act of 1934, as amended
(the "34 Act"), or the Securities Act of 1933, as amended (the "33 Act"), but reported under the Alternative
Pink Standard which did not require audited financial statements. IDVV's securities were traded "over-the-counter"
under the symbol IDVV. As a public company, we believe that Topic 12 applies to IDVV even though it was not a reporting company
under the 33 Act or the 34 Act. Therefore, pursuant to Topic 12, when a private operating company (ModuLink Group, in this case) merges
with a public company with no or nominal operations (IDVV, in this case), the private company is treated as the accounting acquirer,
and the public entity is treated as the legal acquirer for SEC reporting purposes. Accordingly, the historical financial statements of
the registrant reflect those of the accounting acquirer - in this case, ModuLink Group and not IDVV prior to the Acquisition.

 The prior sole business
had generated nil revenue and did not incur any expenses since January 1, 2025. International Endeavors Corporation was a shell company
with nominal assets and limited operations prior to the Acquisition.

 During the Change in Control,
the existing officers and directors who are also directors of ModuLink Group were appointed and replaced the predecessor sole officer
and director. We further note that upon consummation of the Acquisition transaction, all assets and liabilities related to IDVV's
prior sole business were disposed of to the former controlling shareholder. Therefore, the post-Acquisition business operations of IDVV
consist solely of those carried out by ModuLink Group. Accordingly, we believe that inclusion of the audited
financial statements of IDVV prior to the Acquisition would not provide meaningful information to investors.

 Application of Rule 15-01(e) of Regulation
S-X :

 According to Rule 15-01(e)
of Regulation S-X,

 (e) Financial statements of
shell company. After a shell company registrant (other than a business combination related shell company) acquires a business that is
its predecessor, the financial statements of the shell company for periods prior to consummation of the acquisition are not required
to be included in any filing once the financial statements of the predecessor have been filed for all required periods through the acquisition
date and the financial statements of the registrant include the period in which the acquisition was consummated. If a registrant is to
acquire or has acquired a shell company (other than a business combination related shell company), the financial statements of the shell
company are required to be included in any filing that requires the registrant's financial statements, as if the shell company
were the registrant for the filing, unless the financial statements of the registrant include the period in which the acquisition of
the shell company was consummated.

 3

 In this case, IDVV (the shell company, in this
case) has included two years of audited financial statements of ModuLink Group (the registrant, in this case) as well as the unaudited
financial statements for the three months ended March 31, 2025, which have been prepared on the basis that ModuLink is deemed as the
accounting acquirer and the reverse recapitalization taken place retrospectively in the Amendment No.1 to the Form 10. In the Form 10-12G
filed with the Commission on May 30, 2025, the Company, mistakenly filed two years of audited consolidated financial statements for the
years ended December 31, 2024 and 2023, and the unaudited consolidated financial statements for the three months ended March 31, 2025
of ModuLink Group, without taking into account the reverse recapitalization retrospectively. From the acquisition date of May 1, 2025
onwards, IDVV, as the registrant, will present ModuLink Group's financial statements as its own, and will restate all comparative
financial statements to reflect the reverse recapitalization, presenting ModuLink's historical financial statements as those of
IDVV, thereby satisfying both conditions outlined in Rule 15-01(e).

 Past Precedence of Permitting the Inclusion
of Audited Financial Statements of the Accounting Acquirer (ModuLink Group, as in our case) and the Accounting Acquiree (IDVV, as in
our case) as if Reverse Recapitalization Taken Place Retrospectively

 Precedence #1: Ever Harvest International
Group Inc. (TLGN)

 TLGN reported under the
Alternative Pink Standard from 2007 through September 2021, with the Company failing to file its reports from July 2015 until February
16, 2021. On February 16, 2021, a shareholder of TLGN was granted custodianship of the company. On October 28, 2021, TLGN consummated
the acquisition of an operating company, EHCG. On January 18, 2022, TLGN filed a Registration Statement on Form 10 disclosing that:

 Prior to the acquisition,
the Company was considered as a shell company due to its nominal assets and limited operation. Upon the acquisition, EHCG will comprise
the ongoing operations of the combined entity and its senior management will serve as the senior management of the combined entity, EHCG
is deemed to be the accounting acquirer for accounting purposes. The transaction will be treated as a recapitalization of the Company.
Accordingly, the consolidated assets, liabilities and results of operations of the Company will become the historical financial statements
of EHCG at acquisition date. EHCG was the legal acquiree but deemed to be the accounting acquirer. The Company was the legal acquirer
but deemed to be the accounting acquiree in the reverse merger. The historical financial statements prior to the acquisition are those
of the accounting acquirer (EHCG). Historical stockholders' equity of the accounting acquirer prior to the merger are retroactively
restated (a recapitalization) for the equivalent number of shares received in the merger. Operations prior to the merger are those of
the acquirer. After completion of the share exchange transaction, the Company's consolidated financial statements include the assets
and liabilities, the operations and cash flow of the accounting acquirer.

 The financial statements included in the Form
10 of TLGN were the audited financial statements of EHCG (the accounting acquirer) and TLGN (the accounting acquiree). Prior to the share
exchange, TLGN was in the development stage as defined under the Statement on Financial Accounting Standards Accounting Standards Codification
FASB ASC 915-205 "Development-Stage Entities.". TLGN was a shell company, EHCG was deemed as the accounting acquirer and the
consolidated financial statements reflected that the reverse recapitalization had taken place retrospectively.

 Precedence #2: DH Enchantment Inc. (ENMI)

 ENMI reported under the
Alternative Pink Standard from 2004 through June 30, 2021, with ENMI being failing to file reports during the years from January 2011
through January 2021. On January 11, 2021, a shareholder of ENMI was granted custodianship of the company. On July 26, 2021, ENMI consummated
the acquisition of an operating company, DHIG and its operating

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 23, 2025

Wah Fu
Chief Executive Officer
International Endeavors Corp
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun Tong, Hong Kong

 Re: International Endeavors Corp
 Registration Statement on Form 10-12G
 Filed May 30, 2025
 File No. 000-55649
 Correspondence filed June 16, 2025
Dear Wah Fu:

 We have received your correspondence and have the following comment.

Correspondence Dated June 16, 2025
General

1. We acknowledge your response to our prior letter. Our prior letter noted
that your
 filing fails in material respects to comply with the requirements of the
Securities
 Exchange Act of 1934, the rules and regulations thereunder and the
requirements of
 the form, and that more specifically, you have not included audited
financial
 statements of International Endeavors Corporation in accordance with
Article 8 of
 Regulation S-X, as required by Item 13 of Form 10. We continue to note
the same
 issue.
 This registration statement will become effective on July 30. If the
registration
statement were to become effective in its present form, we would be required to
consider
what recommendation, if any, we should make to the Commission. We suggest that
you
consider filing a substantive amendment correcting the deficiencies or a
request for
withdrawal of the registration statement before it becomes effective. We will
provide more
detailed comments relating to your registration statement following our review
of a
substantive amendment that addresses these deficiencies.
 June 23, 2025
Page 2

 Please contact Pam Howell at 202-551-3357 with any questions

 Sincerely,

 Division of Corporation
Finance
 Office of Real Estate &
Construction
cc: Jenny Chen-Drake
</TEXT>
</DOCUMENT>

CORRESP
 1
 filename1.htm

 International Endeavors Corporation
Unit 2, Level 6,
Westin Centre,
26 Hung To Road,
Kwun Tong, Hong Kong

 Via Email

 June 16, 2025

 Division of Corporation Finance
Office of Real Estate & Construction

 United States Securities and Exchange Commission

 100 F Street, NE

 Washington, D.C. 20549

 Attn: Pam Howell

 Dear Ms. Howell,

 Re: International Endeavors Corporation (the "IDVV")
Registration Statement on Form 10-12G
Filed May 30, 2025
File No. 000-55649

 The Company is submitting this letter in response
to the comment provided by the staff (the "Staff") of the U.S. Securities and Exchange Commission in its letter dated June
6, 2025 (the "Comment Letter") with respect to the Registration Statement on Form 10-12G filed with the Commission on May
30, 2025 (the "Form 10") through EDGAR.

 For your convenience, we have repeated the Staff's
comment below in bold text, followed by the Company's response. Capitalized terms used but not defined herein have the meanings
set forth in the Form 10.

 Registration Statement on Form 10-12G filed on May 30, 2025

 Our initial review of your registration statement
indicates that it fails in numerous material respects to comply with the requirements of the Securities Exchange Act of 1934, the rules
and regulations thereunder and the requirements of the form. More specifically, you have not included audited financial statements of
International Endeavors Corporation in accordance with Article 8 of Regulation S-X, as required by Item 13 of Form 10.

 Response: The Company respectfully advises that
the omission of audited financial statements for IDVV in connection with the Form 10 is based on the structure of the recently completed
reverse acquisition and on applicable SEC guidance, including SEC Financial Reporting Manual Topic 12.

   1

 Reverse Acquisition Transaction (the "Transaction")
and Accounting Acquirer

 As disclosed in the Form 10-12G, IDVV recently
completed a reverse acquisition of ModuLink Investment Limited and its subsidiaries (collectively, the "ModuLink Group"),
a private operating company. Following the Transaction, ModuLink Group became the operating business of the registrant.

 Under SEC Financial Reporting Manual Topic 12,
when a private operating company merges with a public company with no or nominal operations, the private company is treated as the accounting
acquirer, and the public entity is treated as the legal acquirer for SEC reporting purposes. Accordingly, the historical financial statements
of the registrant reflect those of the accounting acquirer - in this case, ModuLink Group.

 Status of IDVV Prior to the Transaction

 Prior to the Transaction, IDVV had limited assets
and no significant ongoing business operations, but it maintained a functioning corporate structure, incurred ongoing expenses, and held
non-cash assets such as accounts receivable, goodwill and contractual rights, etc. In addition, as part of the Transaction, the existing
business of IDVV was agreed to be taken up by its former controlling shareholder. Therefore, the post-merger business operations of the
registrant will consist solely of those carried out by ModuLink Group.

 While IDVV's historical activities were
minimal, we respectfully maintain that it does not meet the definition of a "shell company" under Rule 405 of the Securities
Act of 1933. Given its status as an alternative reporting company and the absence of any requirement for audited financial statements
during the relevant periods, we believe it is appropriate to present only the financial statements of the accounting acquirer. In support
of this position, we highlight the following:

 ·
 IDVV's historical business was limited
in scope and complexity;

 ·
 Its financial information was publicly disclosed
through alternative reporting;

 ·
 All historical operations and assets have been
fully divested and are no longer part of the registrant's business; and

 ·
 The registrant's current and future operations
are exclusively those of ModuLink Group, which will provide fully audited financial statements going forward.

 Financial Statement Presentation and Regulatory
Compliance

 The Company acknowledges the general requirement
under Form 10 and Regulation S-X for registrants to include audited financial statements. However, in reverse acquisition scenarios where
the accounting acquirer is a private operating company (ModuLink Group) and the legal acquirer (IDVV) has minimal prior operations, the
presentation of only the financial statements of the accounting acquirer may be appropriate, particularly where the following conditions
are satisfied:

 · The audited financial statements of the accounting
acquirer are presented in full;

 · The nature and terms of the reverse acquisition
are clearly disclosed;

 · The legal acquirer had no material operations
prior to the reverse acquisition; and

 · The ongoing business of the registrant is that
of the accounting acquirer.

   2

 In this filing, the Company has included two years
of audited financial statements for ModuLink Group, prepared by a PCAOB-registered independent public accounting firm, in accordance with
Rule 8-04 of Regulation S-X, applicable to smaller reporting companies. In addition, pursuant to Article 11 of Regulation S-X as amended
by the final rule, Release 33-10786 "Amendments to Financial Disclosures about Acquired and Disposed Businesses", an unaudited
pro forma condensed combined financial information presents the combination of the financial information of ModuLink Group and IDVV that
adjusted to give effect to the business acquisition, the related share exchange transaction and reverse capitalization adjustments.

 Conclusion

 In light of the circumstances described above
and the applicable SEC guidance, we respectfully believe that the presentation of ModuLink Group's audited financial statements
and the omission of audited financial statements of IDVV is appropriate and compliant with applicable SEC rules and interpretive guidance.
We believe the filing provides investors with complete, relevant, and decision-useful information regarding the financial condition and
operations of the registrant.

 We appreciate the Staff's time and consideration,
and we are available to provide any additional information or clarification that may be required.

 Sincerely,
 /s/ FU, Wah

 FU, Wah
Chief Executive Officer
International Endeavors Corporation

   3

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 June 6, 2025

Wah Fu
Chief Executive Officer
International Endeavors Corp
Unit 2, Level 6
Westin Centre
26 Hung To Road
Kwun Tong, Hong Kong

 Re: International Endeavors Corp
 Registration Statement on Form 10-12G
 Filed May 30, 2025
 File No. 000-55649
Dear Wah Fu:

 Our initial review of your registration statement indicates that it
fails in numerous
material respects to comply with the requirements of the Securities Exchange
Act of 1934,
the rules and regulations thereunder and the requirements of the form. More
specifically, you
have not included audited financial statements of International Endeavors
Corporation in
accordance with Article 8 of Regulation S-X, as required by Item 13 of Form 10.

 This registration statement will become effective on July 30. If the
registration
statement were to become effective in its present form, we would be required to
consider
what recommendation, if any, we should make to the Commission. We suggest that
you
consider filing a substantive amendment correcting the deficiencies or a
request for
withdrawal of the registration statement before it becomes effective. We will
provide more
detailed comments relating to your registration statement following our review
of a
substantive amendment that addresses these deficiencies.

 Please contact Pam Howell at 202-551-3357 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Real
Estate & Construction
cc: Jenny Chen-Drake
</TEXT>
</DOCUMENT>

CORRESP
1
filename1.htm

International Endeavors Corporation

1010 Industrial Road, Ste. 70

Boulder City, Nevada 89005

(951)296-1024

September 24, 2015

Via EDGAR

Tom Kluck

Rafal Patel

Attorney-Advisor

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street NE

Washington, DC 20549

    Re:

        International Endeavors Corporation

        Acceleration Request for Registration Statement on Form S-1

        File No. 333-202639

Dear Sirs:

Pursuant to Rule 461 under the Securities Act of 1933, as amended
(the "Act”), International Endeavors Corporation (the "Company”)
hereby requests that the effective date and time of the above-referenced registration statement (the "Registration Statement”)
be accelerated to September 28, 2015, at 1PM, Eastern Time or such later time or date as is practical.

We hereby acknowledge that:

    á
    Should the Commission of 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;

    á
    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

    á
    The company may not assert staff comments and 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.

Thank you for your consideration.

    Sincerely,

    By:
    /s/  Nate Engel, President International Endeavors Corporation

CORRESP
1
filename1.htm

International Endeavors Corporation

1010 Industrial Road, Ste. 70

Boulder City, Nevada 89005

(951)296-1024

September 1, 2015

Via EDGAR

Tom Kluck

Rafal Patel

Matthew Lee

Attorney-Advisor

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street NE

Washington, DC 20549

    Re:

        International Endeavors Corporation

        Acceleration Request for Registration Statement on Form S-1

        File No. 333-202639

Dear Sirs:

Pursuant to our conversation on September 1, 2015 International
Endeavors Corporation (the "Company”) hereby requests that the notice of
acceleration for the effective date and time of the above-referenced registration statement (the "Registration
Statement”) be withdrawn.

    Sincerely,

    By:
    /s/  Nate Engel, President International Endeavors Corporation

CORRESP
1
filename1.htm

International Endeavors Corporation

1010 Industrial Road, Ste. 70

Boulder City, Nevada 89005

(951)296-1024

Augsut 31, 2015

Via EDGAR

Tom Kluck

Rafal Patel

Attorney-Advisor

Division of Corporation Finance

U.S. Securities and Exchange Commission

100 F Street NE

Washington, DC 20549

    Re:

        International Endeavors Corporation

        Acceleration Request for Registration Statement on Form S-1

        File No. 333-202639

Dear Sirs:

Pursuant to Rule 461 under the Securities Act of 1933, as amended
(the "Act”), International Endeavors Corporation (the "Company”)
hereby requests that the effective date and time of the above-referenced registration statement (the "Registration Statement”)
be accelerated to September 2, 2015, at 1PM, Eastern Time or such later time or date as is practical.

We hereby acknowledge that:

    á
    Should the Commission of 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;

    á
    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

    á
    The company may not assert staff comments and 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.

Thank you for your consideration.

    Sincerely,

    By:
    /s/  Nate Engel, President International Endeavors Corporation

June 22, 2015

VIA E -MAIL
Nate Engel
Chief Executive Officer
International Endeavors Corporation
43020 Blackdeer Loop
Temecula, California 92590

Re:  International Endeavors Corporation
 Registration Statement on Form S -1 and S -1/A
 Filed on March 10, 2015 and May 14, 2015
 File No. 333 -202639

Dear  Mr. Engel :

We note that your financial statements for the period from inception (May 7, 2014)
through December 31, 2014 was audited by  Harris & Gillespie CPA’s PLLC.   Effective  June 16,
2015, the Public Company Accounting Oversight Board ("PCAOB") revoked the registration of
Harris & Gillespie CPA’s PLLC.  You can find a copy of the order at
http://pcaobus.org/Enforcement/Decisions/Documents/Harris.pdf

As Harris & Gillespie CPA’s PLLC is no longer registered with the PCAOB; you may
not include its audit reports or consents in your filing s with the Commission  on or after June 16,
2015.   If Harris & Gillespie CPA’s PLLC audited a year that you are required to include in your
filings with the Commission, you should have a firm that is registered with the PCAOB re -audit
that year.

Please f ile an Item 4.01 Form 8 -K to include all of the information required by that Item
within four days of the date of this letter.  In providing the information that Item 304 of
Regulation S -K requires, please also indicate that the PCAOB has revoked the registration of
your prior auditor, Harris & Gillespie CPA’s PLLC.   If you are unable to obtain an Exhibit 16
letter from Harris & G illespie CPA’s PLLC at the time you file your Form 8 -K, please disclose
this fact in the Form 8 -K.

Nate Engel
International Endeavors Corporation
June 22 , 2015
Page 2

 If you have any  questions, please contact Wilson K. Lee , Senior Staff Accountant at 202 -
551-3468 .

Sincerely,

/s/ Daniel L. Gordon

        Daniel L. Gordon
Senior Assistant Chief Accountant

June 12 , 2015

Via E -mail
Nate Engel
Chief Executive Officer
International Endeavors Corporation
43020 Blackdeer Loop
Temecula, California 92590

Re: International Endeavors Corporation
Amendment No. 1 to Registration Statement on Form S -1
Filed May 14, 2015
  File No. 333 -202639

Dear Mr. Engel :

We have reviewed your amended registration statement  and have the following
comments .  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration stateme nt and the information you
provide in response to these  comments, we may have  additional comments.   Unless  we note
otherwise , our references to prior comments are to co mments in our April 9, 2015 letter .

General

1. We note your response to comment 1 of o ur letter dated April 9, 2015.   Please clarify
whether the private offering document was presented to potential investors in this
offering in reliance on Section 5(d) of the Securities Act.  If the private offering
document was presented to potential investors in this offering in reliance on Section 5(d)
of the Securities Act, please supplementally provide us with copies of the docum ent.

2. We note your response to comment 2 of our letter dated A pril 9, 2015 and we reiss ue our
prior comment. We note th at your financial  statements for fiscal year ended December
31, 2014 reflect  that, in addition to  your asset s mostly consisting of land and cash , all of
your revenues are fro m leases .  Thus, it appears that the company’s  current business is
primarily that of acquiring and holding for investment real estate.  Please file your next
amendment on Form S -11 as required by General Instruction A to Form S -11.

Nate Engel
International Endeavors Corporation
June 12 , 2015
Page 2

Risk Factors , page 8

As there is no public market…, page 10

3. We note your revised disclosure in response to comment 5.  Please revise to remove
references to “listing” on the OTC Bulletin Board.

Description of Business, page 17

4. We note your re sponse to comment 6.  Please also provide us with support for your
statements that “the U.S. RV property industry increased from 4.40 Billion in 2009 to
4.83 Billion in 2014” and that “the number of RV property establishments increased from
12,804 in 2009 to 13,828 in early 2015.”   We also note your citation of industry data
from studies by Gomberg -Fredrikson & Associates; International Wine and Spirit
Research; The Beverage Information Group; and the Wine Institute.   Please provide us
with support for this  quantitative and qualitative industry data.  Clearly mark the specific
language in the supporting materials that supports each statement.  The requested
information should be filed as EDGAR correspondence or, alternatively, should be sent
in paper form ac companied by a cover letter indicating that the material is being provided
pursuant to Securities Act Rule 418 and that such material should be returned to the
registrant upon completion of the staff review process.

5. We note your disclosure in response to comment 9  that you currently lease spaces on a
monthly basis .  Please  also disclose here or in the MD&A section , the number of RV sites
that you have leased per month since you commenced operations.

You may contact Peter McPhun, Staff Accountant,  at (202) 551 -3581  or Wilson Lee,
Senior Staff Accountant,  at (202) 5 51-3468  if you have questions regarding comments on the
financial statements and related matters.  Please contact Rahul Patel, Staff Attorney,  at (202)
551-3799  or me at (202) 551 -3233  with any other questions.

Sincerely,

 /s/ Tom Kluck

Tom Kluck
Legal Branch Chief

April 9, 2015

Via E -mail
Nate Engel
Chief Executive Officer
International Endeavors Corporation
43020 Blackdeer Loop
Temecula, California 92590

Re: International Endeavors Corporation
Registration Statement on Form S -1
Filed March 10, 2015
  File No. 333 -202639

Dear Mr. Engel :

We have reviewed your registration statement  and have the following comments.  In
some of our comments, we may ask you to provide us with information so we may  better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information .  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these  comments, we may have  additional comments.

General

1. Please supplementally provide us with copies of all written communications, as defined
in Rule 405 under the Securities Act, that you , or anyone authorized to do so on your
behalf , present to potential investors in reliance on Section 5(d) of the Securities Act,
whether or not they retain copies of the communications.

2. We note that the company’s business is primarily that of acquiring and holding for
investment real estate .  Please file your next amendment on Form S -11 as required by
General Instruction A to Form S -11.

Nate Engel
International Endeavors Corporation
April 9, 2015
Page 2

 Risk Factors, page 8

3. Pleas e add a risk factor that address es the risk related to your net losses , including  your
auditor ’s opinion that there is substantial doubt about your ability to continue as a going
concern.

4. We note your disclosure on page 6 that you may conduct an offering of your shares in the
future. Please add risk factor disclosure regarding the potential for dilution in the event
this occur s.

As there is no public market , page 10

5. Please revise your disclosure to clarify that you will seek to be quoted on the OTC -BB.
Please make similar revision s on page s 12 and 14 .

Description of Business, page 17

6. Please provide us with support for all quantitative and qualitative business and industry
data.   For example  only, we note your disclosure on page 18 regarding the  project ed costs
for development,  estimated grape yield per acre, cost of bottle production, and profit
potential.  Clearly mark the specific language in the supporting materials that supports
each statement.   The requested information should be filed as EDGAR correspondence
or, alternatively, should be sent in paper form accompanied b y a cover letter indicating
that the material is being provided pursuant to Securities Act Rule 418 and that such
material should be returned to the registrant upon completion of the staff review process .

7. We note you currently own 10 acres of land.  Please  clarify the acreage devoted to your
RV operations and the amount that will be devoted to a vineyard.

8. We note your disclosure on page 17 that you plan to lease your 10 RV sites on a monthly
basis. Please clarify whether you will only lease sites on a mo nthly basis or whether you
may lease sites on a weekly basis  or yearly basis  and, if so, disclose  whether the rental
price would vary in those instances .

Special Note Regarding Forward -Looking Statements, page 21

9. Please revise your disclosure in the last paragraph hereunder to clarify that the prospectus
will be updated to the extent required by law .

Executive Compensation, page 22

10. Please  revise your table in accordance with Item 402(n) of Regulation S -K.

Nate Engel
International Endeavors Corporation
April 9, 2015
Page 3

Note 1 – Summary of Significant Accounting Policies , page F -6

Revenue Recognition

11. Please expand your disclosures to discuss your accounting policy for customer leases
similar to what i s within your critical accounting policy for revenue recognition on page
27.   However, please also clarify what is meant by nonrefundable payments (after 10
days) and expand to also discuss the typical duration of your lease agreements.   To the
extent pa yments are refundable within the first 10 days please clarify your basis for full
recognition upon receipt versus until the lapse of the refundable period.

Capital Expenditures

12. Please tell us and expand your disclosures to discuss your accounting policy for land
improvements.   Your discussion should include the types of costs that are capitalized and
the periods in which they are capitalized.

Management ’s Discussion and Analysis of Financial Condition and Results of Operations, page
26

13. Please revise your business or MD&A section to describe the company’s plan of
operation for the remainder of the fiscal year as require d by Item 101(a)(2) of Regulation
S-K.  Provide details of your specific plan of operation, including detailed milestones, the
anticipated time frame for beginning and completing each milestone, categories of
expenditures and the expected sources of such f unding.  Please explain how the company
intends to meet each of the milestones if it cannot receive funding.

Exhibit s

14. We note that you have filed Exhibit s 3 and 3.1 as jpeg images.  Please note that while it is
appropriate to file electronic documents with images in them, it is not appropriate to file
an entire docu ment as an image.  Refer to Rule 102(a) of Regulation S -T and Section 2.1
of Volume II of the EDGAR Filer Manual.  Please re -file the applicable exhibits in one of
the correct document formats .

Signatures

15. Please include the signature of your principal financial  officer.  See Instruction 1 to the
Signatures on Form S -1.

Nate Engel
International Endeavors Corporation
April 9, 2015
Page 4

 We urge all persons who are res ponsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   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 event  you request acceleration of the effective date
of the pending regist ration statement , please provide  a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing e ffective, 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 comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the feder al
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration state ment.  Please allow
adequate time  for us to review any amendment prior to the requested effective date of the
registration statement.

You may contact Peter McPhun, Staff Accountant,  at (202) 551 -3581  or Wilson Lee,
Senior Staff Accountant,  at (202) 5 51-3468  if you have questions regarding comments on the
financial statements and related matters.  Please contact Rahul Patel, Staff Attorney,  at (202)
551-3799  or me at (202) 551 -3233  with any other questions.

Sincerely,

 /s/ Tom Kluck

Tom Kluck
Legal Branch Chief