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  Samsonite Corporation, Denver

October 4, 2005

U.S. Securities and Exchange Commission

Attention: William Choi

Mail Stop 3561

Division of Corporation Finance

100 F Street N.E.

Washington, D.C.  20549

Re:                               Samsonite
Corporation

Form 10-K for the Fiscal Year Ended January 31,
2005

Filed April 29, 2005

File No. 0-23214

and

Form 8-K Filed June 8, 2005

Dear Mr. Choi:

This
letter responds to your letter dated September 12, 2005 relating to
comments of the staff of the Securities and Exchange Commission (the “Staff”)
in connection with the above-referenced filings of Samsonite Corporation
(the “Company”).

The
Company’s responses to the Staff’s comments follow the numbered comments
contained in the September 12, 2005 letter, which we have reproduced
below.  Where applicable, the pages or
sections of the applicable filing have been referenced.

Form 10-K for the Fiscal Year Ended January 31,
2005

General

1.                                      Where
a comment below requests additional disclosures or other revisions to be made,
these revisions should be included in your future filings, as applicable.

Company Response:

The Company notes the request for additional disclosures and revisions
and will revise future filings as noted in our responses to the Staff’s
comments.

Samsonite Corporation, 11200
East Forty-Fifth Avenue, Denver, Colorado 80239

Phone (303) 373-2000 Fax (303)
373-6300 http://www.samsonite.com

Management’s Discussion and Analysis of
Financial Condition and Results of Operation,

page 17

2.              Where
you describe two or more business reasons that contributed to a material change
in a financial statement line item between periods, please quantify, where
possible, the extent to which each change contributed to the overall change in
that line item.  For example, with
respect to the change in sales of your European, Americas, and Asian operations
from fiscal year 2004 to 2005, please quantify the extent to which the changes
are attributable to the various contributing factors.  See Item 303(a) of Regulation S-K and
SEC Release No. 33-8350.

Company Response:

The Company will comply with the disclosure requirements prescribed in SEC Release No 33-8350 in its future filings.  The Company will include when possible additional quantitative factors to explain variances in sales, cost of sales, and expense levels. However, many of the factors we include are qualitative factors that we feel are key indicators necessary for the understanding and evaluation of the Company.  These factors include the effect on sales of travel levels, economic conditions in our various global markets, the effect of advertising and promotion spending levels and other important factors that affect our sales from period to period but are not individually quantifiable.  Additionally, the Company does not currently have the sophisticated information systems referred to in SEC Release No. 33-8350 to develop extensive quantitative information; however, the Company is in the process of installing a consistent worldwide ERP system over the next few years which may allow us to provide more quantitative analysis.  We believe that financial measures are generally the starting point in ascertaining key variables and factors, and we will provide these financial measures when possible and when the cost of calculating them is reasonable; however, these financial measures often tell only part of how our Company manages its business. Therefore, we may disclose qualitative non-financial factors in preparing MD&A that we feel are important considerations for investors.

3.              Please
disclose how you calculate the change in same store sales from period to
period.  Specifically, discuss how
relocated and remodeled stores as well as stores that were closed during the
period impact your calculation.

Company Response:

As requested, the Company will include an
explanation substantially as follows in future filings:

Comparable store sales is calculated by
dividing aggregate sales for stores open for each full month in the current
year by aggregate sales for the same stores open for the corresponding full
month in the prior year.  Stores must be
open for 13 months before they are included in the calculation.  Relocated stores (within the same mall
location) and

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remodeled stores are included in the
computation of comparable store sales.
When a store is closed, its sales are no longer included in the
comparable store calculation.

Off-Balance Sheet Financing and Other
Matters, page 26

4.              Please
revise footnote (b) to the table to clearly indicate the types of
obligations included within the referenced line item.  Please also tell us and disclose why this
balance is less than the “Other non-current liabilities” balance sheet line
item.

Company Response:

As requested, the Company will revise footnote
(b) to the table to indicate that amounts included in this line item are
primarily purchase obligations.  The
amount shown in the table is less than the amount of  “Other non-current liabilities” primarily
because the following items are included in other non-current liabilities and
not in the table:  (1) pension and
post-retirement benefit liabilities of approximately $67.2 million,  (2) accrued stock compensation of
approximately $2.8 million, and (3) miscellaneous other long-term
liabilities of approximately $2.7 million.
Pension and postretirement obligations were excluded from our table
because of the difficulty of estimating the timing of future settlement of
obligations calculated using actuarial assumptions or where amounts and timing
of funding is determined by ERISA regulations.
Accrued stock compensation was not included in the table because it will
not require cash settlement.  In future
filings, the Company will include estimated funding of postretirement
obligations in the table and will revise footnote (b) to the table to
include a range of estimated funding retirements for pension obligations.

Critical Accounting Policies, page 27

5.              We
note your disclosure of an incremental obsolescence provision of approximately
$3.9 million taken in the fourth quarter of 2005 for excess inventories.  Please expand your discussion in MD&A and
in the notes to your financial statements to disclose the reasons for the
provision and whether additional provisions are likely in the future.

Company Response:

The Company will revise its MD&A and
include the same disclosures included in Critical Accounting Policies in its
discussion of variances in Gross Profit.
Such disclosure was not originally included in the discussion of Gross
Profit because the additional obsolescence provision was not considered to
significantly impact gross profit margins.
With respect to your request to state whether additional provisions are
likely in the future, on page 27 the Company also stated that additional
write-downs may be required if actual demand or market conditions turned out to
be less favorable than those anticipated.
We will include a similar statement in our MD&A.  As obsolescence and excess inventory are
dependent on market conditions and a continually changing product line, we find
it difficult to provide accurate forward-looking disclosure that is any more
definitive.  Note (1)(f) to the
financial statements states that inventory is carried at the

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lower of cost or market.  As requested,
the Company proposes to augment this disclosure by also stating that, “For
inventory whose carrying value is in excess of net realizable value and for
excess, slow moving and obsolete inventory, the Company writes down the cost of
such inventory to estimated market value.”

(1) Summary of Significant Accounting
Policies, page F-7

6.              You
disclose that you have reclassified commissions paid to department stores for
your shop-in-shop operations throughout Asia to selling, general, and
administrative expenses from sales.  We
assume that you reclassified the commissions based upon a determination that
the revenues meet the gross presentation criteria of EITF 99-19.  If our understanding is correct, please
explain how you determined gross reporting was appropriate given that you had
previously determined that net presentation was appropriate.  If our understanding is incorrect, please
tell us why the reclassifications were necessary.

Company Response:

Your understanding is correct - the Company reclassified the
commissions based upon a determination that the revenues meet the gross
presentation criteria of EITF 99-19.  The
Company has numerous small autonomous subsidiaries operating in various Asian
markets.  Some of these Asian subsidiaries
run “shop-in-shop” operations arrangements with department stores; that is, a
Company luggage shop operated by its employees within a third party department
store.  Sales are recorded upon the sale
to the ultimate consumer – not when the inventory is transferred to the
department store.  In response to an
inquiry from the Company’s independent auditor at one of the Asian locations,
the Company evaluated the operations of these shop-in-shop stores and
determined that, upon further analysis and evaluation of the factors enumerated
in EITF 99-19, the sales and commissions were more properly stated gross rather
than net.  Factors considered
determinative in the decision to report revenue gross versus net were the
Company being the primary obligor under the arrangement, the Company’s general
inventory risk, the Company’s pricing latitude, and the Company’s risk of
physical inventory loss.  Although the
amounts involved were not material to the Company’s consolidated revenues and
the reclassification necessary to gross up sales and selling, general and
administrative expense did not affect previously reported operating income or
net income (loss), the Company believes its reclassification and disclosure of
the amounts was appropriate under the circumstances.  Given the Company’s growing Asian operations,
sales from shop-in-shop operations are likely to increase in future years to a
point where they could be material to the Company’s consolidated revenues.

7.              You
disclose that your wholesale product sales are recognized at the time of
shipment.  Please disclose in your
revenue recognition policy whether your stated shipping terms are FOB shipping
point or FOB destination pursuant to your sales agreements with customers.  In addition, please tell us whether your sales
agreements contain right of inspection or acceptance provisions.  If your sales agreements are silent as to
when title

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passes, please tell us why sales recognition is appropriate upon
shipment, rather than upon delivery to and acceptance by the customer.  Even if your sales agreements state that
title passes upon shipment, customer acceptance provisions or a history of your
replacing goods damaged or lost in transit may also make the recognition of revenue
upon delivery to and acceptance by the customer more appropriate.  Revise or advise.  See the Interpretive Response to Question 3
of SAB Topic 13:A, which addresses this issue by analogy.

Company Response:

The Company will revise its disclosure in future filings to state that,
“Shipping terms are predominantly FOB shipping point (title transfers to the
customer at our shipping location) except in certain Asian countries where
title transfers upon delivery to the customer.
In all cases, sales are recognized upon transfer of title to the
customer.”  The Company sells standard
products included in its periodic catalog and sales materials. Its agreements
with customers contemplate normal commercial inspection and acceptance terms
for defective goods or errors in shipping; we have not entered into customer
agreements that have terms that introduce uncertainty about customer acceptance
such as those referred to in Topic 13.3.b.
The Company provides for appropriate allowances for returns and warranty
items which can be reasonably estimated based on historical experience. The
Company does not have a history of replacing goods damaged or lost in
transit.  The common carrier is
financially responsible for goods damaged or lost in transit.

8.              Please
disclose the types of expenses that you include in the cost of goods sold line
item and the types of expenses that you include in the selling, general and
administrative expense line item.  In
doing so, please disclose specifically whether you include inbound freight
charges, purchasing and receiving costs, inspection costs, warehousing costs,
internal transfer costs, and the other costs of your distribution network in
cost of goods sold.  If you currently
exclude a significant portion of these costs from cost of goods sold, please
provide cautionary disclosure in MD&A that your gross margins may not be
comparable to others, since some entities include the costs related to their
distribution network in cost of goods sold and others like you exclude all or a
portion of them from gross margin, including them instead in a line item such
as selling, general and administrative expenses.  To the extent it would be material to an
investor’s ability to compare your operating results to others in your
industry, you should quantify in MD&A the amount of these costs excluded
from cost of goods sold.

Company Response:

As requested, the Company will include in a
note to the consolidated financial statements and in MD&A in its future
Annual Reports on Form 10-K the information requested in substantially the
form that follows:

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“The Company includes the following types of
costs in cost of goods sold: direct product purchase and manufacturing costs,
duties, freight-in, receiving, inspection, internal transfer costs, and
procurement and manufacturing overhead.

The Company includes the following types of
costs in selling, general and administrative expenses: warehousing, order
entry, billing, credit, freight-out, warranty, salaries and benefits of
administrative and sales personnel, rent, insurance, taxes, office supplies,
professional fees, travel, communications, advertising, investor relations,
public company expenses and other expenses of a general and administrative
nature not directly related to the cost of acquiring or manufacturing its
products.”

As requested, the Company will include
cautionary language in its MD&A to the effect that the Company includes
warehousing costs in selling, general and administrative expenses and that
comparable companies may include such costs in cost of goods sold.  The Company will disclose in future filings
the amount of warehousing costs.

9.              Please
tell us the nature and terms of any incentives you offer to customers,
including discounts, coupons, rebates, cooperative advertising, or free
products.  Please also disclose your
accounting policy for these types of arrangements, including the statement of
operations line item in which each type of arrangement is included.  For each expense line item that includes
these types of arrangements, please disclose the related amounts included in
that line item.  For each type of
arrangement treated as an expense rather than as a reduction of revenues, such
as your cooperative advertising costs, please tell us how this type of
arrangement meets the requirements in EITF 01-09.  Please confirm that you will disclose in
future filings the dollar amount of cooperative advertising allowances
classified as selling, general & administrative expense in each period
presented.

Company Response:

The Company does offer from time to time
various incentives such as cash or payment discounts, rebates or free products,
which are numerous and vary in their nature and terms throughout our global
operations.  In accordance with EITF 01-09,
costs associated with such programs are recorded as a reduction of
revenues.  As requested, the Company will
disclose i