United States securities and exchange commission logo





                             July 21, 2020

       Madeleine Cammarata
       Chief Executive Officer
       Green Stream Holdings Inc.
       16620 Marquez Ave.
       Pacific Palisades, CA 90272

                                                        Re: Green Stream
Holdings Inc.
                                                            Amendment No. 1 to
Form 10-12G
                                                            Filed July 7, 2020
                                                            File No. 000-53279

       Dear Ms. Cammarata:

              We have reviewed your filing 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 these comments within ten business days by
amending your registration
       statement and providing the requested information or advise us as soon
as possible when you
       will respond. If you do not believe our comments apply to your facts and
circumstances, please
       tell us why in your response.

              After reviewing your response to these comments, we may have
additional comments.
       Unless we note otherwise, our references to prior comments are to
comments in our May 28,
       2020 letter.

       Amendment 1 to Form 10 filed July 7, 2020

       Part I. Item 1. Description of Business, page 3

   1.                                                   We note your response
to comment 1 of our letter and reissue it in part. Please clarify
                                                        how you will ensure
that you will have sufficient authorized common shares to issue upon
                                                        conversion of the
preferred shares. For example, disclose whether you will be required to
                                                        seek shareholder
approval to amend your charter to increase authorized shares prior to the
                                                        Series B becoming
convertible.
       Plan of Operation, page 9

   2.                                                   We note your disclosure
that you have entered into six "information agreements in
                                                        principal." Please
revise to explain what you mean by this statement. To the extent you
 Madeleine Cammarata
FirstName  LastNameMadeleine Cammarata
Green Stream  Holdings Inc.
Comapany
July       NameGreen Stream Holdings Inc.
     21, 2020
July 21,
Page  2 2020 Page 2
FirstName LastName
         have entered into agreements to provide services, please file these
agreements in
         accordance with Item 601(b)(10) of Regulation S-K.
Item 1.A Risk Factors
The company's management does not have specific experience..., page 14

3.       We note your response to comment 2. In response to our comment, we
note you refer to
         your reliance on Anthony Morali and Renewable Energy Development. On
page 9, you
         state that you rely on Morali Architects and Dream Green Partners.
Please ensure you
         disclose all third parties that you rely on, and in your business
section, please disclose the
         specific services that you rely upon these other companies to provide,
and disclose the
         services that you intend to provide. Please also file the joint
venture and profit-sharing
         agreement with Mr. Morali, and any other agreements with these
parties, if material, as
         exhibits to your registration statement.
Item 2. Financial Information, page 27

4.       We note your response to comment 5 of our letter and reissue our
comment. Please revise
         here and in the business section to provide the information requested
by Items 101(a)(2)
         and 303 of Regulation S-K by disclosing your specific plan of
operation, including
         detailed milestones, the anticipated time frame for beginning and
completing each
         milestone, and the categories of expenditures for your anticipated
operations. Please
         discuss the likely alternatives for satisfying your capital needs, in
light of your net losses
         and the going concern opinion. Please disclose how you will meet your
financial
         obligations for the next twelve months. We may have further comments.
Item 5. Directors and Executive Officers, page 31

5.       We note your response to comment 7 of our letter and reissue our
comment in part. We
         note that you identify Mr. Ware as having significant experience with
respect to the field
         of construction and solar development; however the description of his
experience does not
         indicate that he has any experience in this field. Please advise or
revise. Additionally,
         please ensure that you provide all of the information required by Item
401 of Regulation
         S-K. For example, we note that Ms. Cammarata was also the CEO of
Medican
         Enterprises in 2019, according to Medican's April 21, 2019 press
release announcing its
         acquisition of Chuck's Vintage. Further, please provide disclosure
regarding Mr. Morali
         and any other significant employees in accordance with Item 401(c) of
Regulation S-K.
Consolidated Condensed Financial Statements, page F-1

6.       We note that the audited financial statements included in this filing
are stale. Please
         revise to provide audited financial statements for the fiscal year
ended April 30, 2020.
         Refer to Item 8-08 of Regulation S-X.
7.       We note your response to comment 9 that you have labeled the unaudited
financial
         statements as    unaudited,    but it does not appear this change has
been made. Please
 Madeleine Cammarata
Green Stream Holdings Inc.
July 21, 2020
Page 3
         ensure that unaudited financial statements are labeled as unaudited in
your next
         amendment.
8.       We note your response to comment 10 that you have updated your balance
sheet
         consistent with the comment, but it does not appear this change has
been made. Please
         revise your balance sheets to include a comparative balance sheet as
of the end of the
         preceding fiscal year. Refer to Rule 10-01(c)(1) of Regulation S-X.
9.       We note your response to comment 11 that initial payments of $5,000
and $95,000 were
         recorded as a share repurchase, and that you incurred additional
borrowings to facilitate
         the repurchase. It does not appear these amounts are consistent with
the disclosure in your
         filing and the exhibits, which appear to discuss multiple cash
payments of different
         amounts as well as a share issuance. Please revise your disclosure to
address the
         following:

                Please clarify the amounts and timing of all payments made the
the Eagle Oil Parties,
              including whether these payments were made in cash or through the
issuance of
              shares.
                Please clarify whether there are any amounts still remaining to
be paid to the Eagle
              Oil Parties as of the most recent balance sheet date.
                Please tell us how you have recorded each of these transactions
by quantifying the
              impact on each financial statement, including the impact that any
of these
              transactions had on your earnings.
                To the extent you incurred additional debt to make these
payments, please provide
              disclosures related to that debt, including, but not limited to,
the original amount, the
              interest rate and where the debt is classified in your financial
statements.
10.      We note your response to comment 12 that you have revised your
Statements of Cash
         Flows and Changes in Stockholders' Deficit to reflect the issuance of
266,665 shares for
         service during the quarter ended January 31, 2020, but it does not
appear that change has
         been made. Please tell us how this issuance has been recorded in your
financial
         statements, including the income statement impact and how it was
calculated.
11.      We note your response to comment 13 that you revised your disclosure
in note 3, but it
         does not appear that this change was made. Please clarify your
disclosure to specifically
         describe the assets represented on your balance sheet. While your
disclosure indicates
         that your assets consist of furniture and equipment and intangible
assets, this is not
         consistent with your prior disclosure, nor with your response that
these costs represent
         projects yet to be completed and with uncertain final costs.
12.    We note your response to comment 14 that you added a Note 9 to your
audited financial
FirstName LastNameMadeleine Cammarata
       statements, but it does not appear this change was made. Please revise
your footnotes to
Comapany    NameGreen
       include disclosureStream
                           relatedHoldings  Inc.
                                   to the purported notes discussed beginning
on page 33. Refer to
July 21,ASC
         2020450-20-50.
              Page 3
FirstName LastName
 Madeleine Cammarata
FirstName  LastNameMadeleine Cammarata
Green Stream  Holdings Inc.
Comapany
July       NameGreen Stream Holdings Inc.
     21, 2020
July 21,
Page  4 2020 Page 4
FirstName LastName
Exhibits

13.      We note your response to comment 15. We were not able to locate your
response to our
         comment and reissue. Please file any agreements evidencing the
February of 2019 merger
         between Green Stream Finance, Inc. and Eagle Oil Holding Company and
the April 2019
         reorganization and related issuance of 600,000 Class B Preferred
shares to Madeleine
         Cammarata as exhibits to Form 10-12G.
14.      We are not able to locate your response to comment 16 of our letter
and reissue. We note
         that the Articles of Merger filed as Exhibit 2.2 to Form 10-12G
identify Mr. Robert Ponce
         as CEO and President of Green Stream Finance, Inc., a Wyoming
Corporation and the
         company through which we understand Green Stream Holdings Inc.
conducts or intends to
         conduct operations. However, similar Articles of Merger filed as an
exhibit to your Form
         1-A filed September 27, 2019 identify Mr. Vincent Cammarata the CEO
and President of
         this company. In each case, the Articles are marked as having been
filed with the
         Wyoming Secretary of State on April 18, 2018 at 10:28 AM. Please
explain to us the
         basis for this inconsistency.
General

15.      We note that you did not fully respond to comment 18 and reissue our
comment. Please
         review your registration statement and revise to correct or explain
inconsistencies
         throughout. By way of example:

                We note that you currently have no revenue and have experienced
net losses. It does
              not appear that you have commenced operations based on this and
your disclosure on
              page 26; however, your disclosure appears to indicate that you
have engaged in
              significant operations. Please revise your disclosure to clarify
and focus on what
              your anticipated business is and your current projects for which
you have entered into
              agreements.
                Please ensure that your disclosure is clear as to what
operations you perform and
              what operations will be sourced out to third parties.
                Please clarify whether you hold patents or whether third
parties hold patents. Further,
              to the extent you intend to rely on unpatented technology, as
expressed on page 22,
              please clarify in an appropriate place whether you anticipate
seeking patents for such
              technology.
                Please revise your disclosure to identify all third parties
with which you are working
              to further your business plan. To the extent you have entered
into agreements with
              third parties or you have entered into agreements regarding
current projects, please
              file these agreements in accordance with Item 601(b)(10) of
Regulation S-K.
                We note your disclosure on page 6 that you intend to rent
between 50,000 to 100,000
              square feet of rooftop space. Please advise how this is
consistent with your intention
              to build solar spaces/greenhouses on buildings owned by others
and receive payment
              or fees from these entities. To the extent you have entered into
agreements, please
 Madeleine Cammarata
FirstName  LastNameMadeleine Cammarata
Green Stream  Holdings Inc.
Comapany
July       NameGreen Stream Holdings Inc.
     21, 2020
July 21,
Page  5 2020 Page 5
FirstName LastName
              file these agreements.
16.      We note your response to comment 20 of our letter and reissue in part.
We note that you
         have provided disclosure that does not appear relevant or is
inconsistent to this registration
         statement. For example only, we note the following:
             On page 10, your disclosure suggests that you will manufacture
your own products,
              while on page 13 and elsewhere, you state that you do not design
or manufacture
              your own products, and that you have engaged third-parties for
manufacturing.
             We note that your risk factor on page 23 refers to the reputation
of companies in the
              world-class yacht sales industry.
             On page 37, your disclosure references the Colorado Business
Corporation Act. We
              note that you are incorporated in Wyoming.
         Please review your disclosure and revise to remove disclosure that is
not pertinent to your
         registration statement and revise to ensure consistency.
17.      We are not able to locate your response to comment 21 of our letter
and reissue our
         comment. Please ensure that you disclose all subsidiaries and disclose
the significant
         employees of those subsidiaries in accordance with Item 401(c) of
Regulation S-K. We
         note that you have at least two subsidiaries based on your April 2020
"Corporate Update
         on West Coast Expansion . . ." available in the recent online press.
Further, based on
         disclosure, we understand that Green Stream Holdings, Inc. is a
holding company that
         intends to conduct its business through its subsidiary, Green Stream
Finance, Inc.
         According to the Articles of Merger for the redomiciliation of Green
Stream Finance, Inc.
         from Delaware to Wyoming in 2018, Mr. Vincent Cammarata and/or Mr.
Robert Ponce
         serve as CEO and President of Green Stream Finance, Inc. Please
include disclosure
         required by Items 401 and 402 of Regulation S-K regarding Mr.
Cammarata and Mr.
         Ponce as significant employees, including any family relationships
between Vincent and
         Madeleine Cammarata or any other officers and directors, or tell us
why you believe
         disclosure is not required. In addition, please ensure that your
description of these
         subsidiary entities discloses their intended operations.
18.      We are not able to locate your response to comment 22 of our letter
and reissue our
         comment. We note your disclosure on page 18 that you may have
conflicts of interests.
         In an appropriate place, please identify all conflicts of interests
with your president or any
         affiliates. Please ensure that you disclose all affiliated parties and
their interests and file
         all agreements with these parties in accordance with Item 601(b)(10)
of Regulation S-K.
        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.

       You may contact Eric McPhee at 202-551-3693 or Kristina Marrone at
202-551-3429if
you have questions regarding comments on the financial statements and related
matters. Please
contact Stacie Gorman at 202-551-3585 or Pam Long at 202-551-3765 with any
other questions.
 Madeleine Cammarata
Green Stream Holdings Inc.
July 21, 2020
Page 6



                                          Sincerely,
FirstName LastNameMadeleine Cammarata
                                          Division of Corporation Finance
Comapany NameGreen Stream Holdings Inc.
                                          Office of Real Estate & Construction
July 21, 2020 Page 6
cc:       Jonathan Leinwand, Esq.
FirstName LastName