Mail Stop 0407

      							June 14, 2005

Mr. Daniel Urrea
Chief Financial Officer
Nexicon, Inc.
400 Gold SW, Suite 1000
Albuquerque, NM  87102

	Re:	Nexicon, Inc.
      Form 10-KSB for Fiscal Year Ended December 31, 2004
		Filed May 9, 2005

		Forms 10-QSB for Fiscal Quarter Ended March 31, 2005
		File No. 0-30244

Dear Mr. Urrea:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Please address the following comments
in
future filings.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a future revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.  After
reviewing this information, we may or may not raise additional
comments.

	Please understand that the purpose of our review 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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


Form 10-K for Fiscal Year Ended December 31, 2004

Consolidated Statements of Operations, page F-3

1. Please refer to the line item non-cash stock compensation
expense.
Please revise to either 1) allocate the portion of non-cash stock
compensation to other operating expense line items including cost
of
goods sold, general and administrative, and research and
development,
or 2) parenthetically note the amount of the equity-related charge
being excluded from each related operating expense line item.
Otherwise, explain to us why you believe that no portion of this
line
item relates to any other operating expenses.

Note 1. Summary of Significant Accounting Policies, page F-7
Segment information, page F-9

2. We note your statement that you currently operate in one
business
segment.  However, we note that you have 2 divisions:

Nexicon Billing Systems, a wholly owned subsidiary based in
Lysaker,
Norway, which provides next-generation operational billing
solutions
for telecom networks, enabling management, provisioning,
invoicing,
and maintenance of end-users for fixed wireline telephony, mobile
telephony, internet, and energy utilities via a convergent
interface.

Nexicon Security Solutions, a wholly owned subsidiary based in
McLean, Virginia, which offers network security and video
surveillance solutions for corporate, government, and military
purposes. Several of Nexicon Security Solutions` products are
currently deployed in U.S. Government pilot programs. Nexicon is
headquartered in Albuquerque, New Mexico, near the Los Alamos,
White
Sands, and Sandia National Labs.

In this regard, tell us, citing specific accounting literature,
why
you believe you currently operate in one business segment.

Note 13. Acquisition of Assets and Loss on Asset Impairment
OSSI, page F-17

3. We note that in exchange for all of the issued and outstanding
common shares of OSSI, you issued 50,000,000 shares of common
stock
valued at $4,500,000.  Given that as of September 31, 2003 you
only
had 34,715,931 shares outstanding (Form 10-QSB for the fiscal
quarter
ended September 30, 2003) tell us why you believe you are the
accounting acquirer.  In your response address criteria a. through
e.
of paragraph 17 of SFAS 141.

Pluto, page F-18

4. Tell us, citing accounting literature used, your basis for
recording the assets and liabilities acquired at historical cost.
Tell us why you believe the excess of purchase price over the
value
of the assets acquired is purchased research and development.
Also,
tell us and disclose in future filings:
* Specific nature and fair value of each significant in-process
research and development project acquired
* Completeness, complexity and uniqueness of the projects at the
acquisition date
* Nature, timing and estimated costs of the efforts necessary to
complete the projects, and the anticipated completion dates
* Risks and uncertainties associated with completing development
on
schedule, and consequences if it is not completed timely
* Appraisal method used to value projects
* Significant appraisal assumptions, such as - period in which
material net cash inflows from significant projects are expected
to
commence; material anticipated changes from historical pricing,
margins and expense levels; and the risk adjusted discount rate
applied to the project`s cash flows
* In periods after a significant write-off, discuss the status of
efforts to complete the projects, and the impact of any delays on
your expected investment return, results of operations and
financial
condition

Central Solutions, page F-19

5. We note that the excess of the purchase price over the value of
the assets acquired has been recorded as purchased research and
development in the amount of $902,000 and charged to operations
during the period ended December 31, 2004.  Tell us and disclose
in
future filings:
* Specific nature and fair value of each significant in-process
research and development project acquired
* Completeness, complexity and uniqueness of the projects at the
acquisition date
* Nature, timing and estimated costs of the efforts necessary to
complete the projects, and the anticipated completion dates
* Risks and uncertainties associated with completing development
on
schedule, and consequences if it is not completed timely
* Appraisal method used to value projects
* Significant appraisal assumptions, such as - period in which
material net cash inflows from significant projects are expected
to
commence; material anticipated changes from historical pricing,
margins and expense levels; and the risk adjusted discount rate
applied to the project`s cash flows
* In periods after a significant write-off, discuss the status of
efforts to complete the projects, and the impact of any delays on
your expected investment return, results of operations and
financial
condition


*    *    *    *

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your responses to our comments and provides any
requested information.  Detail letters greatly facilitate our
review.
Please understand that we may have additional comments after
reviewing your responses to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

      You may contact Inessa Berenbaum, Staff Accountant, at (202)
551-3371 or Kyle Moffatt, Accountant Branch Chief, at (202) 551-
3836
if you have questions regarding comments on the financial
statements
and related matters.  Please contact me at (202) 551-3810 with any
other questions.

								Sincerely,



								Larry Spirgel
								Assistant Director



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Mr. Daniel Urrea
Nexicon, Inc.
June 14, 2005
Page 5



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

         DIVISION OF
CORPORATION FINANCE