SecProbe.io

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      Mail Stop 4561
									August 9, 2005

Mr. Don Sproat
Chief Executive Officer and Chief Financial Officer
Taylor Madison Corp.
5422 Carrier Drive
Suite 306
Orlando, FL 32819

      Re:	Taylor Madison Corp.
		Form 10-KSB for the year ended June 30, 2004
		Filed October 19, 2004
      File No. 001-15034

Dear Mr. Sproat:

      We have reviewed your response letter dated July 7, 2005 and
have the following additional comments.  Where indicated, we think
you should revise your document in response to these comments.  If
you disagree, 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 ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

General

1. We note your responses to our comments and await your filing of
Form 10-K for the year ended June 30, 2004 which incorporates the
proposed revisions.
Item 7 Financial Statements, page 13

2. We note your response to comment 3.  In addition to presenting
three full fiscal years of financial statements, you must also
present Consolidated Statements of Operations, Stockholders`
Equity
and Cash Flows for the six month transition period ended June 30,
2003 as well as prior year data for the comparable period.  You
must
also present a Consolidated Balance Sheet as of June 30, 2004 and
either June 30, 2003 (the end of the transition period) or
December
31, 2002 (the end of the last full fiscal year).

Note 1 - Nature of Operations and Discontinued Operations, page 17

3. Please expand your disclosure related to the Victory agreement
to
include the termination date, the material circumstances
surrounding
the termination, any material early termination penalties incurred
or
any outstanding obligations related to the agreement.  Please also
file any material contracts associated with the execution or
termination of the Victory agreement as Exhibit 10 pursuant to
Item
601(a)(4) of Regulation S-K.

Note 2 - Significant Accounting Policies
Revenue Recognition, page 19

4. We note from your responses to comments 6 and 7 that the
$200,000
advance from Victory International LLC represents a licensing fee
and
therefore was recognized ratably over the life of the contract.
Please advise us of the term of the Victory sub-licensing
agreement,
as it appears that 50% of the licensing fee was recognized in the
period ending June 30, 2003.  We may have further comment.

5. We note that you recognized a total of $250,000 in licensing
fees
from Victory ($100,000 for the six months ended June 30, 2003 and
$150,000 for the year ended June 30, 2004).  However, you disclose
that the non-refundable licensing fee advanced from Victory was
only
$200,000.  Please advise us of and disclose in your amendment your
basis in GAAP for recognizing an additional $50,000 of licensing
revenue.

6. We note from your response to comment 7 that revenues pursuant
to
the royalty agreement negotiated with Victory never came to
fruition.
However, it appears that you recognized $25,867 net royalty
revenues
from the Victory sub-licensing agreement in the year ended June
30,
2004.  Please clarify this discrepancy and revise your financial
statements and related disclosures as necessary.

Note 4 - Related Party Transactions, page 21

7. Please clarify whether the agreed upon consideration of
2,500,000
shares of convertible preferred stock or $500,000 cash is related
to
the Cara Mia licensing agreement or the purchase option.  If it is
related to the licensing agreement, advise us of any remaining
liability to Omniscent and why no accrual has been made in your
financial statements as of June 30, 2004.

8. We note from Exhibit 10.2 filed with the Company`s 2003 10-K
that
a guaranteed minimum net sales amount was established in
connection
with the Omniscent agreement.  However, you disclose that no
revenues
were earned.  Advise us of, and disclose in your amendment, the
impact of this condition of the agreement, as well as how you have
accounted for it in your financial statements.

Note 6 - Stock Option Plan, page 22

9. We note your proposed revisions to Note 6.  Please also include
the weighted-average grant-date fair value of options granted
during
the year in accordance with paragraph 47(b) of SFAS 123 and revise
your table for the six months ended June 30, 2002 and 2001 to
present
pro forma net income (loss) and pro forma earnings (loss) per
share.

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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 the filing;

* 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

* 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 filings or
in
response to our comments on your filing.

      You may contact Jessica Barberich at (202) 551-3782 or
Kristi
Beshears at (202) 551-3429 if you have questions regarding
comments
on the financial statements and related matters.

								Sincerely,

      Kristi Beshears			Staff Accountant

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Mr. Don Sproat
Taylor Madison Corp.
August 9, 2005
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