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CORRESP
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NITCHES, INC.
10280 Camino Santa
Fe
San Diego, California 92121

December 7, 2007

VIA EDGAR

Messrs. H. Christopher Owings and John
Fieldsend
U. S. Securities and Exchange Commission
Division of Corporation
Finance
100 F. Street, N.E.
Washington,
D.C. 20549

    Re:

    Nitches,
      Inc.

    Registration
      Statement on Form S-3

    Filed August
      21, 2007

    File No.
      333-145613

Messrs. Owings and Fieldsend:

     Nitches,
Inc. ("we," "our," "us" or the "Company"), has filed through EDGAR,
Pre-Effective Amendment No. 1 ("Amendment No. 1") to the above-referenced
registration statement (the "Registration Statement"). This letter sets forth
the Company's responses to the comments of the staff (the "Staff") of the
Securities and Exchange Commission (the "Commission") set forth in its comment
letter dated September 17, 2007 (the "Comment Letter") with respect to the
Registration Statement.

     We have
reproduced below in bold font each of the Staff's comments set forth in the
Comment Letter. Immediately following each such comment is the Company's
response in regular font. The Company's responses in this letter correspond to
the numbers placed adjacent to the Staff's comments in the Comment Letter. The
Company's responses indicate whether Amendment No. 1 reflects a response to the
Staff's comments or the reasons why the Company believes a response is either
inapplicable or inappropriate. Page numbers set forth in the Company's responses
refer to page numbers of Amendment No. 1.

     The
Registration Statement relates to the resale of an aggregate of 1,342,063 shares
of our common stock by Birchten Investments, Ltd. and Granite Financial Group,
LLC. Such shares of common stock are issuable by us upon conversion and
exercise, respectively, of debentures and warrants we sold in a private
placement to Birchten and Granite on June 21, 2007. In this letter we refer to
such private placement as our June 2007 Private Placement.

General

COMMENT 1. Please provide us, with a
view toward disclosure in the prospectus, with the total dollar value of the
securities underlying the convertible notes that you have registered for resale
using the number of underlying securities that you have registered for resale
and the market price per share for those securities on the date of the sale of
the convertible note.

     RESPONSE: We are seeking to register
for resale an aggregate of 1,342,063 shares of our common stock on behalf of
Birchten Investments, Ltd. and Granite Financial Group, LLC, consisting of the
following:

    # of
      Shares

    # of
      Shares

     Selling Stockholder

    Underlying Debenture

    Underlying Warrant

    Total

     Birchten

    728,155

    550,000

    1,278,155

     Granite

    36,408

    27,500

    63,908

    Total

    764,563

    577,500

    1,342,063

     The
closing market price per share of our common stock on the date we sold the
debentures and warrants to the selling stockholders (June 21, 2007) was $3.90.
Accordingly, the total dollar value of our common stock underlying the
debentures is $2,981,796.

COMMENT 2. Please provide us, with a
view toward disclosure in the prospectus, tabular disclosure of the dollar
amount of each payment, including the value of any payments to be made in common
stock, in connection with the transaction that you have made or may be required
to make to any selling shareholder, any affiliate of a selling shareholder, or
any person with whom any selling shareholder has a contractual relationship
regarding the transaction, including any interest payments, liquidated damages,
payments made to "finders" or "placement agents," and any other payments or
potential payments. Please provide footnote disclosure of the terms of each such
payment. Please do not include any repayment of principal on the convertible
notes in this disclosure.

Further, please provide us, with a
view toward disclosure in the prospectus, with disclosure of the net proceeds to
the issuer from the sale of the convertible notes and the total possible
payments to all selling shareholders and any of their affiliates in the first
year following the sale of convertible notes.

     RESPONSE: The table below provides the
dollar amount of every payment that we have made or may be required to make in
connection with our June 2007 Private Placement to the selling stockholders, any
affiliate of a selling stockholder, or any person with whom any selling
stockholder has a contractual relationship regarding our June 2007 Private
Placement. Such payments consist solely of interest payments and liquidated
damages, each of which are payable to the selling stockholders. We have not made
and will not be required to make any other payments, other than the repayment of
principal on the debentures, which your comment states not to include in the
table, to either selling stockholder, any of their affiliates or any person with
whom any selling stockholder has a contractual relationship regarding our June
2007 Private Placement.

      Type of
      Payment

    Total Amount

      Interest (1)

    $957,945

      Liquidated Damages (2)

    $346,500

    Total

    $1,304,445

____________________

(1)
Consists of the total dollar amount of interest payments we will be required to
make under the terms of the debentures assuming all interest payments are made
in cash and the debentures are held until maturity.

(2) Under the
terms of registration rights agreement we entered into with each of Birchten and
Granite, we agreed to maintain the effectiveness of the Registration Statement
for a period of time until Birchten and Granite can sell the common stock
underlying the debentures and warrants without volume restrictions under Rule
144. If the Registration Statement is not declared effective by October 25,
2007, or if we fail to maintain the effectiveness of the Registration Statement,
we are required to pay to each of Birchten and Granite an amount equal to 1.0%
of the principal amount of the debentures outstanding for any 30 day period, or
pro rata portion thereof, that such a failure continues during the first year
the debentures are outstanding and 0.5 % of the principal amount outstanding for
any 30 day period, or pro rata portion thereof,
that such a failure continues during the second year the debentures are
outstanding. The dollar amounts shown here assume the Registration Statement is
never declared effective and the debentures remain outstanding for their entire
term.

2

     The table
below sets forth the net proceeds to us from our June 2007 Private Placement:

    Proceeds

    Birchten

    $
    3,000,000(1)

    Granite

    -- (2)

    Gross
      proceeds

    3,000,000

    Less fees and expenses:

             Payment for investor's legal fees

    (25,000)

         Payment for our legal
      fees

    (25,000)

    (50,000)

    Net
      proceeds

    $

    2,950,000

____________________

(1) Total dollar amount Birchten paid
to us for the convertible dentures and warrants purchased in our June 2007
Private Placement.

(2) Granite acted
as our financial advisor in connection with our June 2007 Private Placement in
exchange for a fee equal to 5% of the amount raised, which amounted to $150,000
on the $3 million investment by Birchten. Granite agreed to take its fees in
kind and received a debenture with a principal amount of $150,000 and warrants
to purchase to 27,500 shares of our common stock in exchange for its services.

     The
following table sets forth the amount of total possible payments that we may be
required to make to each selling stockholder in the first year following the
sale of the debentures issued in our June 2007 Private Placement, assuming that
the debentures are held through maturity and all payments are made in cash when
due. Other than the payment interest in respect of such debentures, we are not
required to make any other payments to any selling stockholder or any of their
affiliates during such time period.

    Payments Required Through
      June 21, 2008

    Selling
      Stockholder

    Principal (1)

    Interest

    Total

    Birchten

    -

    $
    341,260

    $
    341,260

    Granite

      -

    17,063

    17,063

    Total

      -

    $

    358,323

    $

    358,323

____________________

(1) There are no principal payments
until December 31, 2009, at which time the entire amount of principal and
accrued and unpaid interest is due.

3

COMMENT 3. Please provide us, with a
view toward disclosure in the prospectus, with tabular disclosure
of:

     ·     the total possible profit
the selling shareholders could realize as a result of the conversion discount
for the securities underlying the convertible note, presented in a table with
the following information disclosed separately.

¡
the market price per share of the securities
underlying the convertible note on the date of the sale of the convertible note;
and

          ¡     the conversion price per share of the
underlying securities on the date of the sale of the convertible note,
calculated as follows:

n     if the conversion price per share is set
at a fixed price, use the price per share established in the convertible note;
and

n     if the conversion price per share is not
set at a fixed price and, instead, is set at a floating rate in relationship to
the market price of the underlying security, use the conversion discount rate
and the market rate per share on the date of the sale of the convertible note
and determine the conversion price per share as of that
date;

·     the total possible shares
underlying the convertible note, assuming no interest payments and complete
conversion throughout the term of the note;

·     the combined market price of the
total number of shares underlying the convertible note, calculated by using the
market price per share on the date of the sale of the convertible note and the
total possible shares underlying the convertible note;

·     the total possible shares the
selling shareholders may receive and the combined conversion price of the total
number of shares underlying the convertible note calculated by using the
conversion price on the date of the sale of the convertible note and the total
possible number of shares the selling shareholders may receive;
and

·     the total possible discount to
the market price as of the date of the sale of the convertible note, calculated
by subtracting the total conversion price on the date of the sale of the
convertible note from the combined market price of the total number of shares
underlying the convertible note on that date.

     If
there are provisions in the convertible note that could result in a change in
the price per share upon the occurrence of certain events, please provide
additional tabular disclosure as appropriate. For example, if the conversion
price per share is fixed unless and until the market price falls below a stated
price, at which point the conversion price per share drops to a lower price,
please provide additional disclosure.

     RESPONSE: The following tables set
forth the total possible profit the selling stockholders could realize as a
result of the conversion or exercise discount for the shares of common stock
underlying the debentures and warrants we issued in our June 2007 Private
Placement.

     Neither
the conversion price of the debentures nor the exercise price of the warrants
adjusts in relation to our stock price at the time of conversion or exercise,
unless the conversion is at our election in which case the conversion price is
the lower of (i) the then current conversion price or (ii) a 15% discount to the
variable weighted average price, or VWAP, for our common stock for the 10
trading days following the date we provide notice of our decision to have the
holders convert their debentures. For purposes of this disclosure, we calculated
the possible discount under two scenarios with respect to the debentures: (1)
assuming the conversion price at the time of conversion remains at the initial
conversion price of $4.12, which it currently is; and (2) assuming the
conversion price is adjusted to reflect a VWAP for our common stock of $3.90,
which was the closing price of our common stock on the date we sold the
debentures. In each case, we assume that all
principal and interest as to the debentures will be converted into shares of our
common stock and the debentures will be outstanding for their entire term.

4

     In the
following tables the column entitled:

  "Market Price" reflects the closing price per share of our common stock
  on the date we issued the convertible debentures and warrants.

  "Debentures-Conversion Price"
  reflects the conversion price of the debenture on the date the debenture was
  issued.

  "Debentures-Shares" reflects the
  number of shares issuable upon conversion of the debenture under the given
  scenario.

  "Warrants-Exercise Price" reflects
  the exercise price of the warrant on the date the warrant was issued.

  "Warrants-Shares" reflects the
  number of shares issuable upon exercise of the warrant;

  "Total Shares" reflects the total number of shares of our common stock
  issuable upon conversion and exercise of the debenture and warrant under the
  given scenario.

  "Combined Market Price" reflects the total dollar amount of the market
  price of our common stock calculated by multiplying the "Total Shares" amount
  by the "Market Price" dollar amount.

  "Combined Conversion/Exercise
  Price" reflects the total dollar amount the selling stockholder will incur to
  convert the debentures and warrants calculated by adding together the (i)
  product of the "Debenture-Shares" amount by the "Conversion Price" dollar
  amount and (ii) the product of the "Warrant-Shares" amount by the "Exercise
  Price" dollar amount.

  "Premium to the Market Price" or "Discount to the Market Price"
  reflects the premium or discount, as the case may be, the selling stockholder
  may realize upon conversion and exercise of the debentures and warrants under
  the given scenario.

Conversion Price Remains at the
Initial Conversion Price of $4.12 at the Time of Conversion

    Combined

    Premium

    Debentures

    Warrants

    Conversion/

    to the

    Selling

    Market

    Conversion

    Exercise

     Combined

    Exercise

    Market

    Stockholder

    Price

    Price

    Shares

    Price

    Shares

    Total Shares

    Market Price

    Price

    Price

    Birchten

    $  3.90

    $  4.12

    728,155

    $  4.12

    550,000

    1,278,155

    $
    4,984,806

    $
    5,266,000

    $
    281,194

    Granite

    $
      3.90

    $
      4.12

    36,408

    $
      4.12

    27,500

    63,908

    $
      249,240

    $
      263,300

    $
    14,060

Assuming an Adjusted Conversion Price
Reflecting a VWAP of $3.90 at the Time of Conversion

    Combined

    Discount

    Debentures

    Warrants

    Conversion/

    to the

    Selling

    Market

    Conversion

    Exercise

     Combined

    Exercise

    Market

    Stockholder

    Price

    Price

    Shares

    Price

    Shares

    Total Shares

    Market Price

    Price

    Price

    Birchten

    $  3.90

    $  3.32

    904,977

    $  4.12

    550,000

    1,454,977

    $
    5,674,412

    $
    5,266,000

    $
    408,412

    Granite

    $
      3.90

    $
      3.32

    45,249

    $
      4.12

    27,500

    72,749

    $
    283,721

    $
      263,300

    $
    20,421

     As
indicated in the tables above, with respect to the debentures, there is no
profit realizable if the conversion price remains at $4.12, and there is an
aggregate profit of $428,832 realizable if the conversion price decreases to
$3.32. However, the conversion price only decreases if we elect to make a
payment with common stock instead of in cash at a time when a 15