SecProbe.io

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Mail Stop 7010

August 18, 2005

Via U.S. mail and facsimile

Parrish Medley, Chief Executive Officer
Davi Skin, Inc.
301 North Canon Drive, Suite #328
Beverly Hills, CA  90210

	RE:	Form 10-KSB for the fiscal year ended December 31, 2004
		Form 10-QSB for the period ended March 31, 2005
			File No. 0-32843

Dear Mr. Medley:

		We have reviewed these filings and have the following
comments.  If you disagree with a comment, 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.

	Please understand that 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.  We 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 10-KSB for the year ended December 31, 2004

Comment applicable to your overall filing
1. Where a comment below requests additional disclosures or other
revisions to be made, please show us in your supplemental response
what the revisions will look like.  With the exception of the
comments below that specifically request an amendment, all other
revisions may be included in your future filings.

Item 1. Description of Business, page 3
2. Please expand your disclosure to include information regarding
the
sources and availability of your raw materials.  In addition,
please
include a discussion of any material agreements you have entered
into
with suppliers.  Refer to Item 101(b)(5) of Regulation S-B.
3. You disclosed on page 11 that you have a contract with a
formulator to create a series of skin creme products.  Please
expand
your disclosure to include a discussion regarding the significant
terms of the contract.

Item 5.  Market for Common Equity and Related Stockholder Matters,
page 9
4. Your disclosure does not appear to have given retroactive
effect
for the 500 for 1 reverse stock split, which occurred in June
2004.
Please revise your disclosure.

Report of Independent Registered Public Accounting Firm, page F-1
5. The independent auditor`s report included in your filing is not
signed by your auditor.  Please obtain from your auditor a signed
audit report and file an amended Form 10-KSB to include this.  In
doing so, please ensure you update your signature page and include
updated certifications in your amendment.
6. Your independent accountant, Smith & Company, is duly
registered
and in good standing to practice in Utah.  However, Smith &
Company
does not appear to be currently licensed in Nevada where you are
incorporated.  We remind you, that it is your responsibility to
provide financial statements audited by an auditor who meets the
requirements of Rule 2-01(a) of Regulation S-X.  Tell us how you
have
met the requirements of Rule 2-01(a) of S-X.  Please also tell us
what consideration you gave to Nevada state laws governing audits
of
Nevada companies performed by accountants from other states.

Financial Statements

Statements of Operations, page F-3
7. Your disclosure on page F-7 indicates that the effect of common
stock equivalents in the current year would have had an anti-
dilutive
effect on EPS in the current year.  However, it appears as though
these common stock equivalents were included in the diluted
weighted
average common shares outstanding used in the calculation of
dilution
loss per common share included in your statements of operations.
If
the common stock equivalents that had an anti-dilutive effect on
EPS
were in fact included in your diluted loss per common share
calculation, please revise your calculation and file an amended
Form
10-KSB.

Statement of Stockholders` Equity, page F-4
8. You have reflected the deficit in stockholders` equity which
resulted from the operations of MW Medical as an adjustment to
additional paid-in capital, rather than in accumulated deficit
during
development stage.  Please amend your filing on Form 10-KSB for
the
year ended December 31, 2004 and your subsequent Forms 10-QSB to
reflect this change.

Statements of Cash Flows, page F-5
9. You have included cash received from notes payable in operating
activities, rather than in financing activities.  Please amend
your
filing on Form 10-KSB and your subsequent Forms 10-QSB to reflect
this change.  Refer to paragraphs 18 to 20 of SFAS 95.

1. Description of the business, history and summary of significant
policies, page F-6

Earnings (loss) per share, page F-7
10. Please expand your disclosure to include a reconciliation
regarding the computation of the numerators and the denominators
of
the basic and diluted per-share net loss information.  Refer to
paragraph 40(a) of SFAS 128.
11. You disclosed that common stock equivalents were excluded from
your calculation of diluted loss per share.  Please expand your
disclosure to include separately by type of security the number of
securities that were not included in the calculation of diluted
EPS
because they would have had an antidilutive effect.  Refer to
paragraph 40(c) of SFAS 128.

Stock-based compensation, page F-8
12. You disclosed on page 10 that you issued options to purchase
435,000 shares of your common stock to five employees and
consultants
during the third quarter.  However, you state in this footnote
that
for the period from March 21, 2004 (date of inception) through
December 31, 2004, you did not grant stock options or warrants to
employees.  Please make the necessary adjustments to your
disclosure
to clarify this apparent inconsistency.
13. You disclosed on pages 10 and F-10 that you issued 435,000
stock
options to consultants and five of your employees.  Your
disclosure
on page F-10 indicates that 415,000 of these options were issued
with
an exercise price of $0.50 and the remaining 20,000 options were
issued with an exercise price of $1.00.  Please expand you
disclosure
to include the following:
* the grant date,
* the number of shares issued to employees,
* the number of shares issued to non-employees,
* the vesting period for each option grant, and
* the amounts, if any, recorded as expense and the line items
affected in your financial statements.
Please tell us the assumptions you used in determining the expense
recorded, and those used in determining the exercise price of each
option grant.  Please also include in your response the
consideration
you gave to the 300,000 shares of common stock, also issued during
the third quarter, in determining the stock option issuance price
for
the grants issued above.
14. Please expand your disclosure to include information relating
to
your stock options required by paragraphs 45 through 48 of SFAS
123(R) as amended by SFAS 148.

6. Capital Stock Transactions, page F-9
15. You disclosed that you issued 300,000 shares of common stock
to
three individuals based on their consulting service contracts and
that the value of these services were $2,634,375.  However, based
on
your statement of stockholders` equity, it appears as though the
common stock was issued for $3,675,915.  Please expand your
disclosure to include additional information regarding the
apparent
$1,041,540 discrepancy.

Form 10-QSB for the period ended March 31, 2005

Comments applicable to your overall filing
16. Please address the comments above in your interim Forms 10-QSB
as
well.

Financial Statements

Statements of Operations, page F-2
17. Please revise your statements of operations to include the
diluted loss per common share and the diluted weighted average
common
shares outstanding.  If you basic and diluted loss per common
share
and diluted weighted average common shares outstanding are the
identical, please revise your statements of operations to present
as
such.  Refer to paragraph 38 of SFAS 128.

Statements of Cash Flows, page F-3
18. You have included transactions associated with changes in your
certificate of deposit as operating activities, rather than
investing
activities.  Please amend your filing on Form 10-QSB for the
period
ended March 31, 2005 to reflect this change.  Refer to SFAS 95.

Notes to Financial Statements

4. Stock Activity, page F-7
19. You disclosed here and in Item 2 that you raised approximately
$1.8 million, net of issuance costs relating to two separate
offerings.  You further disclose that in each of these offerings,
funds were raised by selling units, in which each unit consisted
of
two shares of your common stock and one warrant to purchase an
additional share of your common stock at $4.50, exercisable for 24
months.  For each of these offerings, please expand your
disclosure
to include the following:
* the date of each offering,
* the number of units sold in each offering,
* the price paid for each unit,
* the value of your common stock at the date of each of the
offerings, and
* the vesting period of the warrants.
Please tell us how the above transactions will be reflected in
your
financial statements for the period ended June 30, 2005, including
the specific line items affected.

*    *    *    *

      Please respond to these comments within 10 business days, or
tell us when you will provide us with a response.  Please provide
us
with a supplemental response letter that keys your responses to
our
comments and provides any requested supplemental information.
Detailed letters greatly facilitate our review.  Please file your
supplemental response on EDGAR as a correspondence file.  Please
understand that we may have additional comments after reviewing
your
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.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in their filings;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* 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.

	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 our review of your filing or in
response to our comments on your filing.

      If you have any questions regarding these comments, please
direct them to Meagan Caldwell, Staff Accountant, at (202) 551-
3754
or, in her absence, to the undersigned at (202) 551-3769.

							Sincerely,

							Rufus Decker
							Accounting Branch Chief

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Mr. Parrish Medley
Davi Skin, Inc.
August 18, 2005
Page 1 of 6

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE

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