SecProbe.io

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[GRAPHIC OMITTED]   [GRAPHIC OMITTED]            TRUDY CORPORATION
                                                 353 Main Avenue
                                                 Norwalk, CT 06851-1552
                                                 Phone: +1.203.846.2274
                                                 Fax:   +1.203.846.1776

March 31, 2005

Linda Cvrkel, Branch Chief, Division of Corporate Finance

RE:   Trudy Corporation
      In response to fax received March 4, 2005
      File No. 0-16056

Dear Ms. Cvrkel,

         We received your fax dated March 4, 2005. Below are the Company's
responses, with numbered answers corresponding to your inquiries.

1.       The Company agrees, this was an inadvertent oversight and will be
corrected in all future filings.

2.       The Company agrees with this comment and will revise all future filings
to include this writedown in income from operations.

3.       The Company includes all royalty expense directly related to sales as
expense included in computing income from operations. Net royalty income
(expense), included in other income and expense, relates to sublicenses that the
Company issues. The primary operating activity of the Company is the sale of
books, tapes & CD's dealing with properties licensed from third parties. Certain
license agreements and properties developed by the Company itself are available
for sub-license. This is considered an ancillary part of the Company's business
and not part of its basic operating activities. Therefore, the Company presents
the net revenue/expense from the sublicense as a non-operating activity.

4 & 5.   The cash flow statement presentation as shown for the year ended March
31, 2004 as it relates to Notes payable and long term debt is believed to be a
proper presentation. Notes payable and long term debt as shown on the balance
sheet at March 31, 2003 were combined and, based on the Company's financial
position and personal guarantees made by the majority shareholder, were all
classified as Notes payable shareholder and related party.
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         The Company had an existing demand loan from a bank as of 3/31/03 and
received another revolving demand loan during the fiscal year ending 3/31/04.
Because both of these loans were due on demand, the Company treated the
presentation as net on the statement of cash flows in accordance with SFAS #95
(original maturity of three months or less). All other debt was considered long
term and the cash flows were presented on a gross basis.

6.       The Company agrees that all related party transactions should be
adequately disclosed in the financial statements. Although the Company believes
that the disclosures included in the financial statements were adequate based on
the labeling of transactions (i.e. Notes payable shareholder/officer and related
parties), future filings will include an overall summary of related party
activity in one footnote in addition to existing disclosure.

An example of the language to be included in such a footnote is as follows:

Related party transactions:

The Company is involved in several transactions with existing officers and
shareholders of the Company and entities which are controlled by these
individuals, collectively "related parties". The following is a summary of this
activity:

The Company has borrowings from related parties of $1,630,108. The terms of
these notes can be found in Notes 7 and 8 to the financial statements. Interest
to related parties totaled $18,098 and $37,818 for the year ended March 31, 2004
and 2003, respectively. During 2004, the Company had additional borrowings of
$50,000 and repayments of $89,763 to related parties. Subsequent to year end,
the Company repaid an additional $35,000 of these borrowings.

The Company leases office space from a related party. Rent expense under this
lease totaled $75,000 and $56,000 for the years ended March 31, 2004 and 2003,
respectively. Details of future commitments under this lease are presented in
Note 15.

During 2004 and 2003, the CEO and principal shareholder of the Company waived
salary totaling $102,500 and $51,152, respectively. These amounts were accounted
for as salary expense and a contribution to capital.

7.       The Company agrees that material commitments and contingencies need to
be adequately disclosed. The Company settled the CHRO suit for $10,000 which it
deemed to be immaterial to the overall financial position and results of
operations. The footnote disclosure was continued from the prior year, and
should have been deleted as this event was not material.
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8.       The Company agrees that the fair value of the CEO's services should be
included in the results of operations. The Company will make this determination
and will revise filings, as deemed necessary to correct for this item.

Sincerely,

/s/ WILLIAM W. BURNHAM
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William W. Burnham
Chief Executive Officer and Acting Chief Financial Officer
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