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November 4, 2005

Mr. Rufus Decker, Accounting Branch Chief

U.S. Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, DC 20549-7010

Re: The Yankee Candle Company

SEC Comment Letter: File No. 1-15023

Dear Mr. Decker:

We have reviewed your comments in your letter dated October 3, 2005 regarding our Form 10-K for the
fiscal year ended January 1, 2005 and our Forms 10-Q for the quarterly periods ended April 2, 2005
and July 2, 2005 and herein provide our responses to your inquiries in the letter.

Form 10-K for the year ended January 1, 2005

1. Where a comment below requests additional disclosures or other revisions, please show us in your
response what the revisions will look like. These revisions should be included in your future
filings, including your interim filings where appropriate.

Yankee Candle Response:

Our
responses below indicate the changes we propose to make as a result
of the Staff’s comments, and where applicable, the changes we
propose to incorporate into future filings as indicated in our
responses.

Item 6. Selected Financial Data, page 14

2. The measure you characterize as EBITDA is adjusted for items other than what its acronym
suggests. Please revise the measure that you present to adjust it only for what its acronym
suggests or rename the measure.

Yankee Candle Response:

In accordance with the Staff’s comment, the Company’s future filings will characterize EBITDA for
only the items that its acronym suggests.

3. You eliminate non-cash compensation from EBITDA and adjusted EBITDA for four of the five years
presented in Selected Financial Data. Please note that Item 10(e) of Regulation S-K prohibits
adjusting a non-GAAP financial performance measure to eliminate or smooth items identified as
non-recurring, infrequent or unusual, when the nature of the charge or gain is such that it is
reasonably likely to recur within two years or there was a similar charge or gain within the prior
two years. Further, the response to question 8 in the June 13, 2003 FAQ regarding the use of
non-GAAP financial measures clarifies that companies must meet the burden of demonstrating the
usefulness of any measure that excludes recurring items, especially if the non-GAAP financial
measure is used to evaluate performance. Please revise your disclosure to demonstrate the
usefulness of your non-GAAP performance measures EBITDA and adjusted EBITDA by discussing the
following:

    •

    The manner in which you use the non-GAAP measures to conduct or evaluate your
business;

    •

    The economic substance behind your decision to use such measures;

    •

    The material limitations associated with use of the non-GAAP financial measure as
compared to net income;

    •

    The manner in which you compensate for these limitations when using the non-GAAP
financial measures; and

    •

    The substantive reasons why you believe the non-GAAP financial measures provide
useful information to investors.

Yankee Candle Response:

In
future filings, the Company will present EBITDA in accordance with the Staff’s comment to no
longer factor non-cash compensation into the calculation of EBITDA. We will also provide the
following lead-in to the data:

Management presents EBITDA because we believe that it is a useful tool for us and our investors to
measure our ability to meet debt service, capital expenditure and working capital requirements. In
addition, the Company’s debt covenants in the credit agreement relating to our credit facility
contain ratios based on this measure. EBITDA, as presented, may not be comparable to similarly
titled measures reported by other companies since not all companies necessarily calculate EBITDA in
an identical manner and therefore is not necessarily an accurate means of comparison between
companies. EBITDA is not intended to represent cash flows for the period or funds available for
management’s discretionary use nor has it been represented as an alternative to operating income as
an indicator of operating performance and should not be considered in isolation or as a substitute
for measures of performance prepared in accordance with generally accepted accounting principles.
In order to compensate for differences in the calculation of EBITDA across companies, EBITDA should
be evaluated in conjunction with GAAP measures such as operating income, net income, and other
measures of equal importance.

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4. Please revise your disclosure to present your non-GAAP measures, EBITDA, adjusted EBITDA and
adjusted EBITDA margin separately from cash flow measures determined in accordance with GAAP by
including them under a heading such as Other Data, rather than Cash Flow Data.

Yankee Candle Response:

In accordance with the Staff’s comment, in the Company’s future filings, EBITDA will be reported
under the heading Other Data rather than Cash Flow Data. In addition, the Company will no longer
report adjusted EBITDA and adjusted EBITDA margin.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,
page 16

Fifty-Two Weeks Ended January 1, 2005 (“2004”) Compared to Fifty-Three Weeks Ended January 3,
2004 (“2003”), page 18

5. Please discuss the business reasons for the changes between periods in the gross margin and
selling expenses of both of your segments. In doing so, please disclose the amount of each
significant change in line items between periods and the business reasons for it. Where there is
more than one business reason for any change discussed in MD&A, please attempt to quantify the
incremental impact of each individual business reason discussed. Please show us what your revised
MD&A for 2004 as compared to 2003 will look like. See Item 303(a)(3) of Regulation S-K and
Financial Reporting Codification 501.04.

Yankee Candle Response:

In accordance with the Staff’s comment, the Company suggests the following proposed revised
disclosure that would appear in future filings:

Retail gross profit increased 7.2% to $192.8 million in 2004 from $179.8 million in 2003. Retail
sales increased $16.9 million, which contributed approximately $11.4 in gross profit dollars. As a
percentage of sales, retail gross profit improved to 68.0% in 2004 from 67.4% in 2003. The
improvement in retail gross profit rate was primarily the result of productivity improvements in
supply chain operations and the benefit of cost reduction initiatives of $1.6 million.

Wholesale gross profit increased 15.3% to $130.9 million in 2004 from $113.5 million in 2003.
Wholesale sales increased $28.7 million, which contributed $13.5 million in gross profit dollars.
As a percentage of sales, wholesale gross profit improved to 48.3% in 2004 from 46.9% in 2003. The
improvement in wholesale gross profit rate was primarily the result of productivity improvements in
supply chain operations and the benefit of cost reduction initiatives of $3.9 million.

Retail selling expenses increased 11.8% to $116.1 million in 2004 from $103.9 million in 2003.
These expenses relate to payroll, occupancy, advertising and other store operating costs, as well
as pre-opening costs, which are expensed as incurred. As a percentage of retail sales, retail
selling expenses were 41.0% in 2004 and 39.0% in 2003. The increase in retail selling expenses in
dollars was primarily related to the 60 new

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retail stores opened in 2004 and the 49 new retail stores opened in 2003. These two store classes
are considered immature stores, which are generally stores that are less than three years old.
Immature stores typically generate higher selling expenses as a percentage of sales than stores
that have been open for more than three years since fixed costs, as a percent of sales, are higher
in the early sales maturation period. The 2004 store class had selling expenses equal to 41.4% of
sales and the 2003 store class had selling expenses equal to 42.6% of sales. The increase in
retail selling expense as a percentage of retail sales was primarily attributable to the decrease
in comparable store sales and to a lesser extent the 60 new stores opened in 2004 and the 49 new
retail stores opened in 2003.

Wholesale selling expenses increased 27.7% to $15.2 million in 2004 from $11.9 million in 2003.
These expenses relate to payroll, advertising and other operating costs. As a percentage of
wholesale sales, wholesale selling expenses were 5.6% in 2004 and 4.9% in 2003. The increase in
wholesale selling expenses in dollars was primarily the result of the GBI acquisition, which
contributed $2.0 million of selling expenses in 2004 that did not exist in 2003. Excluding these
expenses, wholesale selling expenses would have been flat as a percentage of sales in 2004 when
compared to 2003.

6. You indicate that the primary factor contributing to the decrease in comparable stores sales was
a decline in retail traffic. Please disclose and tell us whether the decline in comparable store
sales is a trend given that your comparable stores sales have decreased in each of the last four
fiscal years. Please also disclose the potential impact of a continued decrease in comparable
store sales.

Yankee Candle Response:

In accordance with the Staff’s comment, the Company suggests the following proposed revised
disclosure that would appear in future filings:

A continued decrease in our retail comparable store sales will have an adverse impact on our cash
flows and earnings. This is due to the fact that a significant portion of our expenses are
comprised of fixed costs, such as lease payments, and our ability to decrease expenses in response
to negative comparable store sales is limited in the short term. If comparable store sales
continue to decline it will negatively impact earnings. However, we do not believe that it will
significantly impact our working capital, or our compliance with bank covenant requirements in the
future.

Supplementally, we advise the Staff as follows. We acknowledge, as noted by the Staff, that we
have experienced negative retail comparable store sales in each of the last four fiscal years and
that, looking back, this constitutes a historical trend. However, management has not concluded
that this is a trend that will necessarily continue going forward. In this regard we note that (i)
we have had positive comparable store sales in two of the last four fiscal quarters and (ii)
while negative, our annual comparable store sales have been trending upward over this time period.
Fiscal 2002 comparable store sales were 6%; fiscal 2003 comparable store sales were 4% and fiscal
2004 comparable store sales were 2%. Management’s budget for fiscal 2005, and the corresponding
public guidance provided by the Company, contemplated that this upward trend would continue and
would result in slightly positive retail comparable

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store sales for fiscal 2005. Based on actual results through the third fiscal quarter, we have
revised our forecast to provide for slightly negative retail comparable store sales for the full
2005 fiscal year. Management has yet to reach any conclusion regarding forecasted 2006 comparable
store sales, as the budgeting process is just underway. That said, management has implemented or
is planning to implement several initiatives aimed at improving retail comparable store sales
including: investments in proven specialty retail talent, a test of an increased marketing
spending program designed to drive traffic and increase average ticket, more effective use of our
customer relationship marketing program, and optimizing our product assortment to introduce new
fragrances and candle forms while also attempting to further differentiate between our retail
stores and our wholesale business.

Sales, page 18

7. You indicate that a store first enters your comparable store sales base in the fourteenth month
of operation. Please disclose how you treat relocated stores or expansions in the square footage
of stores in your comparable store sales computation, as well as stores that were closed during the
period.

Yankee Candle Response:

In accordance with the Staff’s comment, the Company suggests the following proposed revised
disclosure that would appear in future filings:

The
Company has relocated only one store and had only seven store expansions or remodels over the last
five years. In these instances, the stores were not excluded from our comparable store calculation
due to the short period of time that the stores were closed. Permanently closed stores are
excluded from the comparable store calculation beginning in the month in which the store closes.

Contractual Obligations, page 23

8. Please revise your table of contractual obligations to include estimated interest payments on
your debt. Because the table is aimed at increasing transparency of cash flow, we believe these
payments should be included in the table. Please also disclose any assumptions you made to derive
these amounts. At a minimum, interest payments should be disclosed in a note to the table. Please
refer to note 46 of SEC Release 33-8350.

Yankee Candle Response:

In accordance with the Staff’s comment, the Company suggests the following proposed revised
disclosure that would appear in future filings disclosing the estimated interest payments to be
made based on the outstanding debt balance as of the period end reported. Our suggested disclosure
is as follows:

In addition to obligations to repay our debt obligations, we lease the majority of our retail
stores under operating leases. The following table summarizes our commitments under both
our debt and lease obligations:

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    Payments due by period (in thousands)

    Contractual obligations

    Total

    2005

    2006

    2007

    2008

    2009

    Thereafter

    Debt obligations (1)

    $
    75,000

    $
    —

    $
    —

    $
    75,000

    $
    —

    $
    —

    $
    —

    Operating leases

    179,632

    25,603

    24,451

    23,311

    22,665

    21,020

    62,582

    Purchase commitments (2)

    11,453

    11,453

    —

    —

    —

    —

    —

    Estimated interest payments (3)

    6,645

    2,798

    2,798

    1,049

    —

    —

    —

    Total contractual cash
obligations

    $
    272,730

    $
    39,854

    $
    27,249

    $
    99,360

    $
    22,665

    $
    21,020

    $
    62,582

    (1)

    Assumed to be outstanding through its maturity date of May 19, 2007.

    (2)

    Includes open purchase orders for goods purchased in the ordinary course of our business,
whether or not we are able to cancel such purchase orders.

    (3)

    Estimated interest payments are based on the outstanding debt balance of $75.0 million at
1/1/2005, assumed to be outstanding through May 19, 2007, at an estimated interest rate of 3.7%
(the rate in effect at January 1, 2005).

Financial Statements

9. Please explain to us how your netting of cash flows related to borrowings and repayments under
bank credit agreements meets the requirements in paragraph 13 of SFAS 95 for netting. Otherwise,
please present the gross changes in borrowings and repayments under bank credit agreements.

Yankee Candle Response:

From 1999 to the present, the Company utilized revolving lines of credit to fund working capital,
letters of credit, repurchase of the our Common Stock and other general corporate purposes. Due to
the capacity and flexibility these facilities provide, as well as other advantageous terms such as
interest rates on borrowings, we have utilized these facilities for all of our borrowing needs.

During 2002-2004, we accessed our credit facilities on a weekly or monthly basis, as required,
depending on the time of year and our cash requirements to meet short term operating needs. We
have not utilized traditional long term borrowings to finance our operations. Based on the
patterns of usage, we have a history of repaying some of the borrowings within a three month period.

For these reasons, w