SecProbe.io

CORRESP
1
filename1.htm

R.G.
GLOBAL LIFESTYLES, INC.

17751
Mitchell Ave.

Irvine,
CA 92612

Tel.
(949) 486-6666; Fax (949) 486-6688

  August 1, 2005

  Jim B. Rosenberg

  Senior Assistant Chief Accountant

  United States Securities and Exchange
  Commission

  Mail Stop 6010

  Washington, D.C. 20549

  Filed via EDGAR

  Re: R. G. Global Lifestyles, Inc.

  Form 10-KSB
  for the fiscal year ended March 31, 2005

  File No. 000-25488

  Reply to
  your Comment Letter dated July 28, 2005

Gentlemen:

It is the purpose of this letter to respond to your request for
additional information concerning our company’s recent filing of Form 10-KSB
for the fiscal year ended March 31, 2005.

Your first comment refers to a form 10-KSB for the year ended December 31,
2004.  We are aware of no such
filing.  However, assuming for purposes
of this response that you intended to refer to the Form 10-KSB for the
fiscal year ended March 31, 2005, Management’s Discussion and Analysis of
Financial Condition and Results of Operations Year Ended March 31, 2005
Compared to Year Ended March 31, 2004, page 10, we reply as follows:

1.  The nature and carrying value
of the investment for which the company experienced a non-recurring loss of
$70,536 was as follows:  In 2004, prior
to the reverse merger between Amerikal International Holdings (“AIH”) and R.G.
Global Lifestyles, Inc. (“RGGL”), management of Amerikal Nutraceutical
Corporation (then a wholly-owned subsidiary of AIH and, subsequent to the
reverse merger in July, 2004, a wholly-owned subsidiary of RGGL) established an
investment account at Charles Schwab and Co. with $150,000 of net cash from its
previous operations. The account remained in existence until closed at December 31,
2004. The net loss incurred during the period that the account remained in
existence was ($70,536).

2.  Notes to Consolidated
Financial Statements; Note 7-Stockholders’ equity, page 32:  The company issued shares as described in
this footnote to two classes of recipients.
All common stock issued to both classes of recipients was valued at
$0.05 per share, in accordance with FAS123-Stock Based Compensation, wherein it
states that the value of services is computed based upon the greater of the
value of the services rendered or the FMV of the stock issued,

whichever is most
determinable, and based upon a valuation study conducted at the request of the
Board of Directors at the recommendation of the Audit Committee of the
Company.  The Company’s stock was not
trading on the Over the Counter Bulletin Board (the “OTCBB”) at any time
between the date of the reverse merger and January 15, 2005, the date upon
which the Company was notified that the Company’s stock would be listed for
quotation on the OTCBB.  As reflected in
the audited financial statements included in the Form 10-KSB report for
the fiscal year ended March 31, 2005, there was not a valuation difference
between the shares issued to compensate related parties as compared to the
shares issued in exchange for the consulting services.

3. The Company used a fair market value of $0.05 per share for the January 2005
equity issuance of 200,000 shares for the acquisition of rights to On Line
Surgery, as this was consistent with the previous valuations and issuances
between August 2004 and January 2005.
On January 15, 2005 the Company received notice from NASD that the
Company’s stock would be listed for trading on the OTCBB  (the “Listing Date”). Subsequent to
the Listing Date, the Company issued shares of its restricted common stock to
two attorneys in exchange for legal services on March 23, 2005, the Company’s stock was trading on the OTC- BB for
$1.51 per share.  The Company booked the
stock issuance at the fair market value of the stock at the date of issuance,
in accordance with FAS 123-Stock Based Compensation, wherein it states that the
value of services is computed based upon the greater of the value of the
services rendered or the FMV of the stock issued, whichever is most
determinable. The Company believes that the FMV of the stock on the date of
issuance is the best available indicator of the value of the services for which
the stock was issued on this date.

In connection with the foregoing response, the Company understands and
acknowledges that it is responsible for the adequacy and accuracy of the
disclosure in all filings made by the Company; that staff comments or changes
to disclosure in response to staff comments do not foreclose the Commission
from taking any action with respect to the filings; and that the Company may
not assert staff comments as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the United
States.

If you have any questions concerning the foregoing response to your
comments, or if you require any further information concerning the above
matters, or any of the Company’s disclosures, please do not hesitate to contact
us.

Respectfully submitted,

   /s/ William C. Hitchcock

  William C. Hitchcock, Chief Financial
  Officer

  R.G. Global Lifestyles, Inc.

  WCH:wh

  Cc: Board of Directors, CEO