Miracle Entertainment Inc. (MEMI)

[ernie44]

2 million bidding and only 1 million offering-------something has to give

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A FACSIMILE
Seth E. Tobin, Esq.
U.S. Securities and Exchange Commission
450 Fifth Street
Mail Stop 4-7
Washington, D.C. 20549

Re: 1st Miracle Group, Inc.
Registration Statement on Form 10-SB
SEC File No. 0-32397

Dear Mr. Tobin:

On behalf of 1st Miracle Group Inc. (the "Company"), we are today voluntarily
withdrawing the Company's Registration Statement on Form 10-SB (the "Form
10-SB") originally filed with the Securities and Exchange Commission on February
27, 2001, in order to permit the Company additional time to respond to comments
raised by the Commission. The Form 10-SB originally filed by the Company was
filed voluntarily.

If you have any questions regarding the foregoing, please fell free to contact
me at your convenience.

Very truly yours,
BARATTA & GOLDSTEIN