SecProbe.io

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Mail Stop 3561

								August 24, 2005

Michael Y. Brent
Chief Executive Officer and Director
YTB International, Inc.
560 Sylvan Avenue, Suite 300
Englewood Cliffs, New Jersey  07632

Re:	YTB International, Inc.
      Registration Statement on Form SB-2
		Amendment no. 3 filed August 3, 2005
		File No. 333-122936

		Preliminary Information Statement on Schedule 14C
		Filed January 24, 2005, as revised August 3, 2005

      Form 10-KSB for the fiscal year ended December 31, 2004
      Filed February 23, 2005, as amended August 3, 2005
Form 8-K filed December 14, 2004, January 7, 2005 and January 26,
2005
      File No. 0-18412

Dear Mr. Brent:

      We have reviewed your amended filings and have the following
comments.  Where indicated, we think you should revise your
documents
in response to these comments.  If you disagree, we will consider
your explanation as to why our comment is inapplicable or a
revision
is unnecessary.  Please be as detailed as necessary in your
explanation.  In some of our comments, we may ask you to provide
us
with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

      The purpose of our review process is to assist you in your
compliance with the applicable disclosure requirements and to
enhance
the overall disclosure in your filing.  We look forward to working
with you in these respects and welcome any questions you may have
about our comments or on any other aspect of our review.  Feel
free
to call us at the telephone numbers listed at the end of this
letter.

Form SB-2

Item 9. of Form SB- 2 - Legal Proceedings
1. We note from the Legal Proceedings section of your most recent
Form 10-QSB that a citation was served against the company and its
CEO on May 20, 2005.  Please refer to Item 103 of Regulation S-B
and
consider whether any disclosure regarding that citation is
required
in the Form SB-2, or in the Legal Proceedings section of Note 6 to
the Financials.

Incorporation By Reference, page 29
2. Please remove your incorporation by reference section.  As
noted
in our prior comment number one, Form SB-2 does not permit
incorporation by reference.

Where you can find more information, page 29
3. Please update to reflect the SEC`s new address, 100 F Street
NE,
Washington DC, 20549, and remove any inapplicable addresses such
as 7
World Trade Center.

Form 10-KSB for the fiscal year ended December 31, 2004

Business, page 2
Current operations, page 3
4. In your amended disclosure on page 4, it appears that you are
missing the dates of duration for the Taurus and MyCity.com
licensing
agreements.  Please revise as necessary.

Management`s Discussion and Analysis or Plan of Operation, page 7
Liquidity and Capital Resources, page 13
5. Please revise your reference to the common stock`s "recent
price
run up" on page 14 to quantify the recent activity in the price of
your stock, so investors can better understand the risk of the
contingent liability.  Also, please clarify why you have made
reference to Note 6 of the financials with respect to the "recent
price run up" in your stock.

Closing

      Please file your response to our comments via EDGAR within
fifteen business days from the date of this letter.

      As appropriate, please amend the registration statement in
response to these comments.  You may wish to provide us with
marked
copies of the amendment to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

      Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that

* Should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* The action of the Commission or the staff, acting pursuant to
delegated authority in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and
* The company may not assert this action as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

   We direct your attention to Rules 460 and 461 regarding
requesting
acceleration of a registration statement.  Please allow adequate
time
after the filing of any amendment for further review before
submitting a request for acceleration.  Please provide this
request
at least two business days in advance of the requested effective
date.

      You may contact Doug Jones, Staff Accountant at (202) 551-
3309,
or Michael Fay, Review Accountant, at (202) 551-3812, if you have
questions regarding comments on the financial statements and
related
matters.  Please contact Johanna Vega Losert, Attorney-Advisor, at
(202) 551-3325 or me at (202) 551-3750 with any other questions.

      				Sincerely,

							Sara W. Dunton
							Attorney-Advisor

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Michael Y. Brent
YTB International, Inc.
August 24, 2005
Page 4

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