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<SEC-DOCUMENT>0000000000-06-000738.txt : 20060925
<SEC-HEADER>0000000000-06-000738.hdr.sgml : 20060925
<ACCEPTANCE-DATETIME>20060106101841
<PRIVATE-TO-PUBLIC>
ACCESSION NUMBER:		0000000000-06-000738
CONFORMED SUBMISSION TYPE:	UPLOAD
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20060106

FILED FOR:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			AVINO SILVER & GOLD MINES LTD
		CENTRAL INDEX KEY:			0000316888
		STANDARD INDUSTRIAL CLASSIFICATION:	METAL MINING [1000]
		IRS NUMBER:				000000000
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		UPLOAD

	BUSINESS ADDRESS:	
		STREET 1:		455 GRANVILLE ST STE 400
		CITY:			VANCOUVER BC CANADA
		STATE:			A1
		ZIP:			00000
		BUSINESS PHONE:		6046823701

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	INTERNATIONAL AVINO MINES LTD
		DATE OF NAME CHANGE:	19950607

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AVINO MINES & RESOURCES LTD
		DATE OF NAME CHANGE:	19950607
PUBLIC REFERENCE ACCESSION NUMBER:		0001012410-05-000039
</SEC-HEADER>
<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
								January 6, 2006

Mr. David Wolfin
President, Chief Executive Officer and Principal Financial Officer
Avino Silver & Gold Mines Ltd.
455 Granville Street, Suite 400
Vancouver, BC, Canada	V6C 1T1

	Re:	Avino Silver & Gold Mines Ltd.
		Form 20-F for the Fiscal Year Ended January 31, 2005
Filed July 22, 2005
File No. 000-09266

Dear Mr. Wolfin:

      We have reviewed your Form 20-F for the fiscal year ended
January 31, 2005, and have the following comments.  We have
limited
our review of your filing to those issues we have addressed in our
comments.  Where indicated, we think you should revise your
document
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as 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 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 20-F, Filed July 22, 2005

Quantitative and Qualitative Disclosures about Market Risk, page
37

1.	We note that you have indicated this disclosure is not
applicable, due to your claimed status as a "small business
issuer."
Though small business issuers, i.e., domestic issuers subject to
the
requirements of Regulation S-B, are exempt, there is no
corresponding
exemption from this disclosure for foreign private issuers.
Accordingly, please amend your filing to address the requirements
of
and include the disclosures required by Item 11 of Form 20-F, as
applicable.


Financial Statements, page 40

Auditors` Report, page 41

2.	Your auditors indicated that their audits were performed in
accordance with generally accepted auditing standards in Canada
and
the United States.  However, PCAOB Auditing Standard No. 1
requires
that, when auditors conduct their audits in accordance with the
auditing and related professional standards of the PCAOB, the
auditors must refer to "the standards of the Public Company
Accounting Oversight Board (United States)."  Please have your
auditor provide you with a revised audit opinion that complies
with
the PCAOB auditing standard, and amend your filing to include the
corrected auditor`s opinion.

Statements of Operations and Deficit, page 43

3.	We note you have classified C$391,899 of "due diligence"
costs
related to your review of Cia de Minera Mexicana de Avino, S.A. de
C.V. ("Cia de Minera") as other income and expenses.  However, in
note 5 to your financial statements, it appears that a substantial
portion of this amount represents advances you made to Cia de
Minera
to support its operations rather than due diligence costs.
Additionally, as you consider the company to be in the
"exploration
stage," it is unclear why any due diligence costs would not be
considered as operating and administrative expenses.  Tell us why
you
believe your characterization of these costs as other income and
expenses is appropriate, citing all underlying authoritative
accounting literature that supports your position.

Closing Comments

       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.  Detailed 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 filing 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 filing;
* 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.

      You may contact Donald F. Delaney, at (202) 551-3863, or
Jenifer Gallagher, at (202) 551-3706, if you have questions
regarding
comments on the financial statements and related matters.  Please
contact me at (202) 551-3686 with any other questions.


								Sincerely,



								Karl Hiller
								Branch Chief
??

??

??

??

Mr. David Wolfin
Avino Silver & Gold Mines Ltd.
January 6, 2006
Page 1




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

   DIVISION OF
CORPORATION FINANCE
MAIL STOP 7010


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</SEC-DOCUMENT>
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