August 11, 2005

via U.S. mail and facsimile

Roger R. Tuttle, Chief Executive Officer
DYNA Group International, Inc.
1661 S. Seguin Street
New Braunfels, TX  78130

	Re:	   Item 4.02 Form 8-K
	Filed:	   August 11, 2005
	File No.  0-17385

Dear Mr. Tuttle:

	We have reviewed your Item 4.02 Form 8-K for compliance with
the
form requirements and have the following comment.

Please amend your Item 4.02 Form 8-K filed on August 11, 2005 to
include:
* specific identification of the years or periods of the financial
statements covered that should no longer be relied upon;
* a statement of whether the audit committee, or the board of
directors in the absence of an audit committee, or authorized
officer
or officers, discussed with your independent accountant the
matters
disclosed in the filing pursuant to this Item 4.02(a).

*    *    *    *

      Please respond to these comments within 5 business days, or
tell us when you will provide us with a response.  Please provide
us
with a supplemental response letter that keys your responses to
our
comments and provides any requested supplemental information.
Detailed letters greatly facilitate our review.  Please file your
supplemental response on EDGAR as a correspondence file.  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 reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed 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 their 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 filing; 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 filing
or
in response to our comments on your filing.

	If you have any questions regarding these comments, please
direct them to Meagan Caldwell, Staff Accountant, at (202) 551-
3754
or, in her absence, to the undersigned at (202) 551-3255.

							Sincerely,



							Nilima Shah
							Accounting Branch Chief
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Mr. Roger R. Tuttle
DYNA Group International, Inc.
August 11, 2005
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0710

         DIVISION OF
CORPORATION FINANCE