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REVLON
CONSUMER PRODUCTS CORPORATION
 237 Park Avenue
 New York, New
York 10017

November 18, 2005

VIA FACSIMILE & EDGAR

 Securities and
Exchange Commission
 Division of Corporation Finance
 450 Fifth
Street, N.W.
 Washington, D.C. 20549

Re:
Revlon Consumer Products
Corporation

Registration Statement on Form S-4 (File No.
333-128217)

Ladies and Gentlemen:

Revlon Consumer Products Corporation, a Delaware corporation (the
"Registrant"), the obligor under the
$80,000,000 aggregate principal amount of its 9½% Senior
Notes due 2011 CUSIPs 761519 AZ0 and U8000 E AF 6 issued on August 16,
2005 (collectively, the "Old Notes"), is
registering an exchange offer (the "Exchange
Offer") pursuant to a Registration Statement on Form S-4
in reliance on the position of the staff of the Securities and Exchange
Commission (the "Staff") enunciated in
Exxon Capital Holdings Corporation (available May 13, 1988),
Morgan Stanley & Co. Incorporated (available June 5, 1991)
and Shearman & Sterling (available July 2, 1993). The
Registrant represents as follows:

a. The Registrant has not
entered into any arrangement or understanding with any person to
distribute the 9½% Senior Notes due 2011 to be received
in the Exchange Offer (the "New Notes") and,
to the best of the Registrant's information and belief, each
person participating in the Exchange Offer is acquiring the New Notes
in the ordinary course of its business and has no arrangement or
understanding with any person to participate in the distribution of the
New Notes to be received in the Exchange Offer.

b. In this
regard, the Registrant will make each person participating in the
Exchange Offer aware (through the Exchange Offer prospectus or
otherwise) that if such person is participating in the Exchange Offer
for the purpose of distributing the New Notes to be acquired in the
Exchange Offer, such person (i) cannot rely on the position of the
Staff enunciated in Exxon Capital Holdings Corporation
(available May 13, 1988) or interpretive letters to similar effect and
(ii) must comply with registration and prospectus delivery requirements
of the Securities Act of 1933, as amended (the "Securities
Act"), in connection with any secondary resale
transaction.

c. The Registrant acknowledges that such a
secondary resale transaction by such person participating in the
Exchange Offer for the purpose of distributing the New Notes should be
covered by an effective registration statement containing the selling
security holder information required by Item 507 of Regulation S-K
under the Securities Act.

d. The Registrant will make each
person participating in the Exchange Offer aware (through the Exchange
Offer prospectus) that any broker-dealer who holds Old Notes acquired
for its own account as a result of market-making activities or other
trading activities, and who receives New Notes in exchange for such Old
Notes pursuant to the Exchange Offer, may be a statutory underwriter
and must deliver a prospectus meeting the requirements of the
Securities Act (as described in Shearman & Sterling
(available July 2, 1993)) in connection with any resale of such New
Notes.

e. The Registrant will include in the transmittal letter
or similar documentation to be executed by an exchange offeree in order
to participate in the Exchange Offer the following additional
provisions:

(a)
If the exchange
offeree is not a broker-dealer, an acknowledgment that it is not
engaged in, and does not intend to engage in, a distribution of the New
Notes.

(b)
If the exchange offeree
is a broker-dealer holding Old Notes acquired for its own account as a
result of market-making activities or other trading activities, an
acknowledgment that it will

deliver a prospectus meeting the requirements
of the Securities Act in connection with any resale of New Notes
received in respect of such Old Notes pursuant to the Exchange Offer;
and a statement to the effect that by so acknowledging and by
delivering a prospectus, such broker-dealer will not be deemed to admit
that it is an "underwriter" within the
meaning of the Securities Act.

Very truly yours,

REVLON CONSUMER PRODUCTS CORPORATION

By:
/s/ Robert K. Kretzman
 Name: Robert
K. Kretzman
 Title: Executive Vice President, Chief Legal
Officer,
             General Counsel and
Secretary