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[Samsonite Corporation Letterhead]

November 23, 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

Dear Mr. Choi:

This letter responds to your letter dated November 9, 2005
relating to comments of the staff of the Securities and Exchange Commission
(the “Staff”) in connection with the above-referenced filing of Samsonite
Corporation (the “Company”).

The Company’s response to the Staff’s comment follows the numbered
comment contained in the November 9, 2005 letter, which we have reproduced
below.

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

(2) Refinancing, Recapitalization and
Convertible Preferred Stock, page F-11

1.                                      We
have reviewed your response to comment 4 in our letter dated October 20,
2005, noting that you had obtained affirmative voting agreements at May 1,
2003 signed by over half the holders of your outstanding common stock and old
preferred stock.  Please support your
selection of May 1, 2003 as the commitment date by providing us with
further detail regarding the shareholder approval process, including whether or
not the transaction became legally enforceable with all holders of old
preferred stock once majority approval was obtained.  Please also tell us whether or not your
indenture agreement contained a solicitation period during which the shareholders
could have revoked their agreements prior to the issuance date.  If there was such a solicitation period,
please tell us how you determined that a May 1, 2003 commitment date was
appropriate under the circumstances.

Company Response:

On May 1, 2003, the Company entered into
a legally enforceable Recapitalization Agreement with the purchasers of the new
preferred stock (the “New Investors”).

Concurrently with the execution of the
Recapitalization Agreement, the New Investors entered into a legally
enforceable Lock-Up, Support and Voting Agreement (the “Voting Agreement”) with
certain existing holders (the “Supporting Stockholders”) of the Company’s 137/8%
redeemable preferred stock (the “Old Preferred Stock”) and Common Stock.  The Supporting Stockholders represented an
aggregate of 63.4% of the outstanding Old Preferred Stock and 50.9% of the
outstanding Common Stock.

In order to effect the recapitalization
transaction, the terms of the Old Preferred Stock needed to be amended.  Amendment of the terms of the Old Preferred
Stock required the consent of the holders of a majority of the outstanding Old
Preferred Stock, as well as the holders of a majority of the outstanding Common
Stock.  The terms of the Old Preferred
Stock were governed by the Certificate of Designation of the Powers,
Preferences and Relative, Participating, Optional and Other Special Rights of
137/8% Senior Redeemable Exchangeable Preferred Stock and
Qualifications, Limitations and Restrictions Thereof (the “Certificate of
Designation”), filed with the Secretary of State of Delaware and forming a part
of the Company’s Certificate of Incorporation.
The Certificate of Designation did not contain a solicitation period
during which shareholders could have revoked their agreement prior to the
issuance date.

Under the terms of the Voting Agreement, the
Supporting Stockholders agreed to vote their respective shares of Old Preferred
Stock and Common Stock and otherwise consent to, among other things, amending
the Certificate of Designation and all other things necessary to implement the
Recapitalization.  Although the Voting
Agreement provided the Supporting Stockholders with a limited termination right
if certain events occurred, such events were both remote and outside of the
control of the Supporting Stockholders.(1)
Accordingly, as of May 1, 2003, the Company had the requisite
consents to amend the terms of the Old Preferred Stock and each of the
Supporting Stockholders was legally obligated to support the Recapitalization
and did not have the ability to revoke or withdraw their consent .

The purpose of the amendment was to make the
Old Preferred Stock automatically convertible (without further action by the
Company or any security holder) into shares of new preferred stock, common stock
and warrants to purchase common stock.
The Company and the New Investors deemed it advisable to give the
holders of the Old Preferred Stock a choice as to what combination of new
securities such holders desired to receive.
Under the terms of the amendment, upon the automatic conversion of the
Old Preferred Stock, holders of the Old Preferred Stock would receive either (a) a
combination of shares of new preferred stock and shares of Common Stock (“Option
A”) or (b) a combination of shares of Common Stock and a warrant to
purchase additional shares of Common Stock. In order to give each holder of Old
Preferred Stock the same opportunity to elect which combination of securities
they would receive upon the automatic conversion of the Old Preferred Stock, on
June 30, 2003, the Company

(1)          These
termination events were: (i) failure to consummate the recapitalization
transaction within five months, (ii) the occurrence of a noncurable breach of
the Voting Agreement by the New Investors, (iii) amendment of the
Recapitalization Agreement in a manner that would be material and adverse to
the Supporting Stockholders and (iv) termination of the Recapitalization
Agreement.

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launched a consent solicitation (the “Consent
Solicitation”) and mailed a proxy statement in order to obtain (a) the
formal written consent that had already been assured and (b) the election
of consenting holders of the Old Preferred Stock as to which combination of
securities they would receive.

When describing the amendment and the
election, the Company informed the holders of the Old Preferred Stock and
Common Stock that as a result of the Voting Agreements, it had already received
the necessary votes in connection with the execution of the Recapitalization
Agreement and that approval of the proposed amendment by the holders of Old
Preferred Stock and Common Stock was assured.
Because the approval of the proposed amendment was assured, the terms of
the Consent Solicitation made clear that holders who failed to make an election
would be deemed to have elected to receive Option A upon the automatic
conversion of the Old Preferred Stock.
Accordingly, a holder’s failure to make an election had no impact on the
effectiveness of the amendment or whether the recapitalization transaction
would be completed.

In light of the foregoing, the Company
believes that its selection of May 1, 2003 as the commitment date was
correct since there existed on that date legally enforceable and legally
binding Voting Agreements that had the effect of binding all holders of the Old
Preferred Stock as of that date.  The
information presented in this letter has been reviewed by the Company’s outside
legal counsel who agrees with the shareholder approval process as described
herein.

[Note: The following comment and
response relate to the Staff’s letter dated October 20, 2005.  The Company’s response below replaces its
response contained in the Company’s letter dated November 3, 2005:]

(16) Other Income (Expense) - Net. page F-28

5.                                      We
have reviewed your response to comment 16 in our letter dated September 12,
2005 and do not believe you have adequately supported your position that
foreign currency transaction gains and losses are properly excluded from
operating income.  Absent compelling
evidence that income and losses on your foreign currency transactions are
unrelated to transactions made during the ordinary course of your operations,
we believe that the gains and losses should be classified in operating
income.  Please tell us whether the
underlying transactions which generate your foreign currency transaction gains
and losses are transactions entered during the ordinary course of your
operations, for example, in buying and selling products.  If you continue to believe that your current
income statement classification is appropriate, please advise us in detail as
to the basis for your position.
Otherwise please tell us how you intend to revise your filings.

Company
Response:

Pursuant to a discussion with the Staff, the
Company is amending its November 3, 2005 response to this comment.  As discussed, the Company will reclassify
gains or losses from foreign currency transactions related to transactions made
in the ordinary course of business, such as inventory purchases and general and
administrative expenses.  Foreign
currency gains or losses related to intercompany receivables and payables will

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remain classified in Other Income
(Expense).  For the nine months ended October 31,
2005 and 2004 the Company had net gains (losses) related to intercompany
receivables and payables of approximately $(559,000) and $(83,000),
respectively.  As requested, in future
filings the Company will reclassify foreign currency gains or losses related to
transactions made in the ordinary course of business to cost of sales or
selling, general and administrative expenses for all periods presented.

* * *

We
appreciate the Staff’s efforts to provide us with comments on our filing.  Please feel free to contact me at 303-373-6373
if you have questions or require any additional information.

  Sincerely,

  /s/ Richard H. Wiley

  Richard H. Wiley

  Chief Financial Officer

  cc:                                 Andrew Blume,
  U.S. Securities and Exchange Commission

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