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Attn:
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Ethan Horowitz, Branch Chief
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Re:
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Golden Eagle International, Inc.
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1)
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We are responsible for the adequacy and accuracy of the disclosure in our annual report for the year ended December 31, 2010 filed on Form 10-K with the Securities and Exchange Commission (the “Commission”) on April 12, 2011 (the “Filing”);
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2)
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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
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3)
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We 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.
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