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CUISINE SOLUTIONS, INC.

85 South Bragg Street, #600

Alexandria, VA 22312

phone:703-270-2900

July 26, 2005

Ms. Regina Balderas

Division of Corporation Finance

United States Securities and Exchange Commission

100 F Street, NE

Washington, D.C. 20549-7010

    Re:

    Cuisine Solutions, Inc.

    Form 10-K, for Fiscal Year Ended June 26, 2004

    Filed September 24, 2004

    Form 10-Q for Fiscal Quarters Ended September 18, 2004

    December 11, 2004 and
April 2, 2005

    Filed October 28, 2004, January 25, 2005, and May 17, 2005

    Response Letters Dated April 28, 2005 and May 23, 2005

    File No. 0-12800

Dear Ms. Balderas:

     We have received the letter (the “Comment Letter”) dated July 5, 2005 from Jill S. Davis,
Branch Chief of the Division of Corporation Finance of the Securities and Exchange Commission (the
“Commission”) to Cuisine Solutions, Inc. (the “Company”). As requested in the Comment Letter, we
are submitting this letter in response to the Comment Letter. For your convenience, we have
reproduced the staff’s comment below.

Form 10-Q for the Fiscal Quarter Ended April 2, 2005

Controls and Procedures, Page 25

    1.

    In light of the fact that a weakness existed with respect to the lack of appropriate
resources dedicated to external financial reporting, disclose in reasonable detail the basis
for the conclusions by your principal executive officer and principal financial officer that
the company’s disclosure controls and procedures were nonetheless effective as of the end of
the period covered by the quarterly report.

    In response to the Staff’s comment, we supplementally advise the staff that the Company’s
principal executive officer and principal financial officer concluded that the Company’s
disclosure controls and procedures were effective as of the end of the period covered by the
quarterly report, in spite of the weakness relating to external financial reporting resources
cited by its independent registered public accounting firm, Grant Thornton, LLP, based on the
following.

    In view of the Company’s size, the Company maintains a relatively small staff of internal
personnel devoted to external financial reporting. As a result, management has historically
relied on the assistance of its outside consultants, advisors and experts for assistance in the
preparation of its periodic reports under the Exchange Act. As part of this process, management
has traditionally engaged in frequent and frank dialogue with its external auditors with the
goals of improving its financial reports for the benefit of investors and ensuring that the
Company’s financial reports are of a high quality and in compliance with all applicable
regulatory requirements. From time to time, through this dialogue, the Company has requested
assistance or clarification from its external auditors. Following the receipt of such guidance
from its external auditors, the Company’s management has always determined the accounting to be
used

    and the Company’s management has not relied on the Company’s external auditors to make
accounting decisions or to design or implement internal controls.

    As a result of the historical assistance that it provided the Company in connection with the
financial reporting process, Grant Thornton sent a letter on March 7, 2005 to the Company’s
audit committee citing a weakness regarding the Company’s lack of appropriate resources
dedicated to external financial reporting. While the Company’s management did not necessarily
agree with Grant Thornton’s conclusion that a weakness existed, it believed that it was
appropriate to disclose the receipt of the letter in the Company’s Form 10-Q. The Company also
believed that it was appropriate to take corrective measures and, during the quarter ended April
2, 2005, the Company’s new controller with experience in external financial reporting was
engaged in the reporting process.

    In reaching the conclusion that the Company’s disclosure controls and procedures were effective
as of April 2, 2005, the Company’s principal executive officer and principal accounting officer
noted the following:

    •

    In connection with the Statement of Financial Accounting Standard (SFAS) No. 100
quarterly review process, as well as the annual audit process, the Company’s external
auditors have historically not requested significant adjustments, over any critical
accounting processes or otherwise, to the Company’s financial statements.

    •

    Corrective measures had already been put in place to address the concerns cited by
Grant Thornton (i.e., the engagement of the Company’s new controller in the reporting
process).

    Through the process described above, the financial information required to be included in the
Company’s Exchange Act reports in accordance with the Commission’s rules and forms has
consistently been communicated to the Company’s management, including its chief executive
officer and chief financial officer, in a fashion which has allowed appropriate time for
decisions concerning the Company’s disclosures. As a result, the Company’s principal executive
officer and principal financial officer concluded that the disclosure controls and processes in
place as of the end of the fiscal quarter were effective to ensure that the financial
information required to be included in the Company’s Exchange Act reports is recorded,
processed, summarized and reported within the time periods specified by the Commission’s rules
and forms.

    As disclosed in the Form 10-Q, although not relevant to the assessment of disclosure controls
and procedures as of April 2, 2005, following the end of the fiscal quarter the Company took
additional measures to further strengthen its internal controls by establishing an internal
audit committee, approving a new, more comprehensive audit committee charter, and adding an
additional independent director to its audit committee.

     Thank you for diligence in ensuring that investors have the information required to make
informed decisions about their investment in Cuisine Solutions. If you have any questions, please
do not hesitate to call me at 703-270-2900.

Sincerely,

/s/ Stanislas Vilgrain

Stanislas Vilgrain

CEO