SecProbe.io

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Mail Stop 4561

      October 28, 2005

Anju Tandon
President and Chief Executive Officer
TNT Designs, Inc.
305 Madison Avenue, Suite 449
New York, NY  10165

Re:	TNT Designs, Inc.
	Registration Statement on Form SB-2 filed April 8, 2005
	File No. 333-123941

Dear Mr. Tandon:
      We have reviewed your filing and have the following
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 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.
General
1. Please note that amendments to a registration statement must be
numbered consecutively in the order in which they are filed.  In
this
regard, we note that you this amendment is not properly numbered
as
amendment no. 1.  See Rule 470 of Regulation C.

Cover Page

2. Please advise us as to why you have included the paragraph
below
the cross-references to the "Risk Factors" section in which you
state
that the prospectus may be supplemented or amended and that
investors
should read any such amendment or supplement before investing.
Since
this offering will be a continuous offering and preliminary
prospectuses will presumably not be circulated, please advise us
as
to why this paragraph is necessary.  We note, for example, that
only
the final prospectus will be circulated to and any supplements
filed
would be stickered to the final prospectus.  Please revise or
advise.
This comment also refers to similar language found on page 16.

Risk Factors, page 4

3. Please avoid using generic conclusions such as "adversely
affected" when describing the risks` effects.  For example,
without
limitation, we note that on page 9 you state that your "business"
may
be adversely affected by a unilateral termination of your
agreement
with Radico or your inability to meet minimum requirements.
Explain
the specific effect this risk will have on your business.  Replace
this, and similar language, with specific disclosure of how you,
your
business, financial condition and results of operations would be
affected by the facts you describe.

Risks Related to Our Financial Condition, page 4

TNT Has Yet to Attain Profitable Operations and Because TNT Will
Need
Additional Financing to Fund the Development of Business, TNT May
Experience Difficulty in its Efforts to Continue as a Going
Concern,
page 4

4. You disclose that a going concern paragraph has not been issued
in
that TNT currently has adequate cash on hand for your current
monthly
operating expenses which are nominal.  We note that your cash
balance
has decreased significantly from the date of your audited balance
sheet.  In that regard, please advise us whether or not TNT still
has
enough cash on hand to cover monthly operating expenses for the
next
twelve months.  Revise this risk factor and your discussion of
liquidity on page 16 as necessary.

TNT is a development stage company with no revenues to date and
there
can be no assurances that TNT will ever be successful in
generating
revenue through our business and marketing strategy, page 4

5. Since the heading to this risk factor focuses on TNT`s lack of
revenues, please revise your discussion to focus on lack of
revenues,
not profits.

As a development stage company with no history of operation...,
page
5

6. We note your response to comment 17.  Please revise your
disclosure in the "Business" or "Plan of Operation" sections to
discuss bullet points five and six.

Risks Related to the Market for our Common Stock, page 5

There is no active trading market for our common stock..., page 5

7. Refer to comment 18.  We are unable to locate the requested
revisions.  Therefore, please revise the heading to remove the
implication that, unless your shares are traded on the OTC
Bulletin
Board, investors will be "unable" to sell their shares.  As you
indicate on the cover page and elsewhere, the selling shareholders
will be able to sell their shares at a fixed price of $0.10 unless
a
market develops, and thereafter, at market prices or in privately
negotiated transactions.

Risks Related to Our Business, page 7

As we have no operating history there can be no assurances...,
page 8

8. Please revise to clarify that you only have one supplier,
Radico
Export Import Ltd.  In this regard, we note your statement in the
first sentence under this heading that you have no customers and
"a
limited number of suppliers."

Our only alliance agreement is contingent on our purchasing of
minimum quantities..., page 9

9. Please revise your risk factor to quantify the minimum
requirements.

Selling Security Holders, page 10

10. We note your statement that "TNT is currently Blue Skied in
the
States of New York, New Jersey and Georgia..."  Please revise to
clarify for investors that as of the date of this registration
statement the selling shareholders may only sell their securities
in
New York, New Jersey and Georgia.

Plan of Distribution, page 11

11. Please revise your disclosure on page 12 to clarify that, in
the
event there is a material change to your plan of distribution, you
will file a post-effective amendment, not a prospectus supplement.
Please see Item 512(a)(iii) of Regulation S-B.  Please be aware
that
post-effective amendments filed to reflect such changes will
require
the suspension of sales until the post-effective amendment is
brought
effective.

Directors, Executive Officers, Promoters and Control Persons, page
12

12. Refer to comment 29.  We are unable to locate the requested
disclosure.  As such, revise to expand your discussion of Ms.
Tandon`s business experiences.  For example, describe how Ms.
Tandon
was "involved" as an entrepreneur in the apparel, home
furnishings,
travel and fashion accessories industry.  Provide dates and
positions
served for each position in the last five years.  See Item 401 of
Regulation S-B.

13. We note your response and revision relating to comment 30.
Please revise to include the term of office, if any, for each
officer
as well.  See Item 401(a)(3) of Regulation S-B.

Description of Business, page 14

14. Please revise to expand your discussion of your relationship
with
Radico.  For example, you state in the sixth paragraph on page 14
that Radico has existing relationships that it wishes to continue,
however, all future distributions will be handled by TNT.  Clarify
the nature and extent of these existing relationships and their
effect, if any, on your ability to achieve your business plan.  We
note, for example, that TNT`s exclusivity rights appear to be
"subject to" these exiting relationships.

15. We note your response to comment 35.  Please revise to
indicate
when Radico expects to terminate its preexisting relationships
with
other distributors in New York.  Further, expand your disclosure
to
indicate the duration of each preexisting relationship.  If
Radico`s
termination of its existing contracts is dependent upon a certain
event, such as the quotation of TNT`s shares or TNT`s capital
raising
efforts, please disclose this.

16. Refer to comment 34.  Please revise to discuss your commission
structure with Radico.  Also, you state that the agreement with
Radico does not provide for any minimum shipment amount.  Please
revise to clarify that your agreement with Radico requires you to
buy
a minimum quantity of products, quantifying this minimum purchase
requirement.  In addition, please disclose when the minimum
purchase
requirement will first be imposed and whether the minimum purchase
requirement may change over time.

17. We refer to your response to comment 36 in which you state
that
TNT is not able to "finance the link to the Radico website."  This
implies that TNT will have to pay a fee in order to be able to
link
to Radico`s website.  To the extent this is true, please quantify
the
fees that TNT will be obligated to pay.

Plan of Operation, page 16

18. We note that your plan of operation for the 90 days following
the
date of this prospectus is to market and distribute Radico`s
products
to potential customers.  Please revise to discuss your plan of
operation for the next twelve months in accordance with Item
303(a)(1) of Regulation S-B.

19. We note your statement that TNT intends to negotiate an
expansion
if the geographic scope of the agreement with Radico such that the
exclusivity extends throughout the United States.  Please revise
to
discuss the status of those negotiations.  Further, please clarify
that the agreement TNT has with Radico does not include a
provision
regarding possible expansion throughout the United States.

20. We are unable to locate the requested disclosure relating to
comment 39.  Please explain how you intend to conduct marketing
efforts via your website.  Specifically, what methods will you
utilize to steer traffic to your website?

21. Refer to comment 40.  We are unable to locate the requested
information.  Please revise your disclosure to include a
discussion
of how long you can maintain your operations without additional
financing.  See Item 303(a)(1) of Regulation S-B.

22. Please revise the final paragraph under this heading to
disclose
your cash position, not the total value of your assets, since your
ability to achieve the items noted in this section relies on the
company obtaining additional cash.  In connection with this, we
note
that your cash burn rate from November 2004 to May 2005 is in
excess
of $1,000 per month.  Please disclose your cash position as of the
most recent month-end.

Report of Independent Registered Accounting Firm, page F-2

23. We note your response to comment 48, but the proposed language
for the audit report remains unchanged from what was initially
filed.
As previously requested, please have your auditors revise their
report to comply with the suggested modification in AU 9508.18 or
tell us why they believe a revision is not necessary.

Financial Statements, page F-3

24. Please present an interim financial statements as of your most
recent fiscal quarter in accordance with Item 310(b) of Regulation
S-
B and update the financial statements in accordance with Item
310(g)
of Regulation S-B in your next amendment if necessary.  This
comment
also applies to the "Summary of Our Financial Data" found on page
2.

Notes to Financial Statements

Note 2.  Summary of Significant Accounting Policies

Stock based compensation, page F-7

25. We note that you valued shares issued for compensation in
December 2004 based upon the fair value of the services provided,
since the fair value of services was more readily determinable
than
the stock price.  However, it does not appear that your proposed
revisions have been made to the document.  Also, it does not
appear
that you have revised your disclosures to include those suggested
by
Chapter 12 of the AICPA Practice Aid: Valuation of Privately-Held-
Company Equity Securities Issued as Compensation.  Please include
these revisions in your next amendment.

Part II

Item 26.  Recent Sales of Unregistered Securities

26. We note your response to comments 44 and 45.  Please revise
your
disclosure to indicate which exemption you are relying on for each
private placement, including the facts necessary to support the
claim.  In this regard, we note your supplemental response.
Finally,
please clarify whether all of the purchasers of your securities in
each of the offerings were accredited investors.

Item 27.  Exhibits.

27. We are unable to locate the information requested by comment
45.
Please revise the exhibit index to include a specimen stock
certificate and any other instruments defining the rights of
security
holders.  See Item 601of Regulation S-B.

28. As previously requested, please revise to file an executed
copy
of your Exclusive Distributorship and Alliance Agreement.

* * * * *

      As appropriate, please amend your registration statement in
response to these comments.  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 supplemental 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 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.

      You may contact Kristi Beshears, Staff Accountant, at (202)
551-3429 or Linda Van Doorn, Senior Assistant Chief Accountant, at
(202) 551-3780 if you have questions regarding comments on the
financial statements and related matters.  Please contact Jeffrey
Shady, Staff Attorney, at (202) 551-3471 or the undersigned at
(202)
551-3694 with any other questions.

Sincerely,

Owen Pinkerton
Senior Counsel
cc:  	Joseph A. Baratta, Esq. (via fax)
	Baratta & Goldstein
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Anju Tandon
TNT Designs, Inc.
October 28, 2005
Page 7

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