SecProbe.io

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Mail Stop 0308

      March 9, 2005

VIA U.S. MAIL AND FACSIMILE

Mr. Alan Gelband
Chief Executive Officer
Trueyou.com, Inc.
750 Third Avenue, Suite 1600
New York, New York 10017

Re:	Trueyou.com, Inc.
      Registration Statement on Form 10-SB
      File No. 0-51158
      Filed on February 10, 2005

Dear Mr. Gelband:

      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 on 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 review your disclosure and ensure that you identify the
source for the statements that you provide.  Currently, you
include
many factual statements, but you have not indicated whether the
source of this information is based upon management`s belief,
industry data, scientific reports/articles, or any other source.
If
the statements are based upon management`s belief, please indicate
that this is the case and include an explanation for the basis of
that belief.  Alternatively, if the information is based upon
reports
or articles, please supplementally provide these documents to us
(appropriately marked and dated).  The following are examples only
of
the statements for which you need sources:

* "We believe that we are positioned to become a leader in
designing
and deploying web-based, direct-to-desktop professional
development
programs."  Description of Business, page 1.
* "Our content providers have proven track records in increasing
sales and productivity[.]"  Business-to-Business Model, page 3.
* "For the last several years businesses have looked to increase
the
productivity of their employees and downsize the number of
employees."  Overview, page 9.

We may have further comments once we examine your revisions.

Part I

Item 1, Description of Business, page 1
2. In this section, you state that when UNTI transferred all of
its
100 shares of your common stock to UNMS, UNMS was a subsidiary of
UNTI.  If true, please state that UNMS was a wholly-owned
subsidiary
of UNTI.
3. Also, please avoid reliance on defined terms like those in the
first paragraph of this section.  The meanings of the terms you
use
should be clear from their context.  If they are clear, you do not
need the definitions.  If they are not, you should revise to use
terms that are clear.  See Updated Staff Legal Bulletin No. 7
(June
7, 1999) sample comments 3 and 5.  Accordingly, please be sure
when
you abbreviate a term, the abbreviation is consistent throughout
your
document.  We note that you refer to United Network Technologies
Corp. as UNTI in this section of your document, but refer to the
company as UNTC in other sections of your document.  Please
revise.
4. On page 11 of your document, you state that your only current
source of revenue is selling advertising.  Also, you state that
selling your programs to corporate and individual consumers is
your
second source of revenue, which you are "developing, but have not
yet
achieved."  However, most of your Description of Business section
is
dedicated to selling your programs to corporate and individual
consumers through your business-to-business and consumer-to-
business
plans.  Therefore, please thoroughly revise your disclosure in
this
section and throughout your document to clarify the current status
of
your operations and your proposed business activities.  To the
extent
that you discuss future services, provide the status of
development
and indicate the timeframe for which you anticipate generating
revenue with these services.  See Item 101(b)(1) of Regulation S-
B.
We may have further comments after reviewing your revised
disclosure.
5. Please discuss the technical aspects of your website and the
development activities required to sufficiently develop its
technical
aspects for use in operations within 30 days from completion of
the
offering.  See Item 101(b)(1) of Regulation S-B.
6. Please disclose whether you have any patent, trademark,
copyright,
or other proprietary rights.  See Item 101(7) of Regulation S-B.

Best Steps, page 2
7. In this section, please disclose your relationship with
BestSteps
programs and BestSteps business operations.  Also, please make
clear
whether BestSteps provides only self-help information over the
internet, or whether it has a physical component, such as selling
or
producing video and/or audiotapes, or any other products.

Content Library, page 2
8. Please provide more information on Nightingale-Conant, and
state
the credentials of the "top-selling" authors you list who have
agreed
to provide content for your 600 BestSteps.

Business Strategies, page 3
9. Please discuss what "other sources" you plan to develop to
acquire
high-value advertisers.  If you have no other sources currently,
please state.

Business-to-Consumer Model, page 4
10. Please disclose what "additional related products" will be
added
to your website.  Currently, if you do not have any specific
products
that you plan to create, please state this and consider deleting
this
reference.

Marketing, Advertising and Sales, page 4
11. Please clarify what you mean by "value-added benefits."
12. Please disclose if you have a current agreement with the Cabot
Advisory Group or any other organizations that have access to
high-
level executives.  If not, please state this and consider deleting
any reference to a specific organization.
13. Please describe what you mean by "encourage key groups of
employees that can influence buying decisions of corporate
management
of large companies."

Competition, page 5
14. You discuss the professional and personal development industry
as
a whole, especially in your Management`s Discussion and Analysis
section.  However, you fail to list your competitive position with
other companies close to your size.  You list your competitors
that,
on page 7, you state are "more highly capitalized than us and have
more resources than us[.]"  Therefore, please add a comparison of
professional and personal development companies that are similar
to
your size.  Also, please consider deleting any references to
larger
companies that you cannot realistically compete against currently.
Further, when describing the industry as a whole, please consider
discussing your position in context based upon the scale of your
current business operations.  See Item 101(b)(4) of Regulation S-
B.
15. Please disclose any local, state, or federal e-commerce
regulations with which you must comply in the United States,
Canada,
and any other country in which you will do business.  See Item
101(b)(9) of Regulation S-B.  If there are none of these
regulations,
please state.

Risk Factors, page 6
16. Your Risk Factors section should be a discussion of the most
significant factors that make youy offering speculative or risky.
You should not present risks that are generic or contain
boilerplate
language that could apply to any issuer or any offering.  Many of
your risk factors contain vague captions, such as "Our website is
vulnerable to attack from hackers.  Hackers may also
misappropriate
confidential client information, which may result in damages to
us."
Also, consider whether other subsections or elements of a
discussion
within a subsection are necessary for this section.  Accordingly,
please revise this section to more precisely articulate the risks
to
your offering from each risk factor, and to ensure that each
factor
is written in plain English.  We may have additional comments
based
upon your revisions.
17. In addition to your first risk factor, please alert your
investors to the fact that your business condition raises
substantial
doubt as to your continuing to operate as a going concern.
18. Please include a risk factor that discloses the risks
associated
with "penny stocks," similar to your discussion of penny stocks on
page 21.

Item 2, Management`s Discussion and Analysis, page 8
19. Please expand this section to discuss known material risks,
trends, and uncertainties that will have or are reasonably likely
to
have a material impact on your revenues, operations, liquidity, or
income over the short and long terms, and the actions you are
taking
to address them.  In doing so, please discuss the industry-wide
factors relevant to your business and the risks and uncertainties
related to the development of your products to the extent
necessary
to commence operations and for the foreseeable future.
Additionally,
please discuss your ability to secure sources of supply and
customers, generate revenues, raise additional financing, and
manage
other significant risks and uncertainties that are material to
your
plan of operations and business.  See Item 303 of Regulation S-B
and
SEC Release No. 33-8350.
20. Also, when citing multiple reasons for material changes in
your
results of operations, please quantify each factor to the extent
practicable.  This would provide the reader with a better
understanding of the change and the extent to which each factor
contributed to the overall change.  For example, please quantify
your
operating expenses that consist of legal and accounting fees,
consulting expenses, web operation expenses, and depreciation, as
stated on page 13.  See Item 303(a) of Regulation S-B and SEC
Release
No. 33-8350.

Overview, page 8
21. On page 8 you state that "[t]he future looks good as the
universe
of users [of self-improvement products] is growing."  However, the
size and growth of the self-improvement industry is not
necessarily
indicative of your size or potential to grow.  Please consider
deleting such statements or qualifying them by discussing your
size
and growth trends.  We note that your revenues and growth have
been
trending downward since 2002.  Also, please consider deleting or
qualifying your Value of Self-Improvement Market Segments, By
Topic:
2003 table on page 10.
22. Please disclose what "additional content" you will provide on
your website, and what "promotion" activities you are planning.
23. Please tell us why your business operations are located in
Manhattan and your technology, site development, and maintenance
are
managed in Brooklyn.

Economic and Industry-Wide Factors Relevant to True You, page 10
24. Please explain why you believe that the world-wide standard of
living is improving, how it would specifically affect the self-
improvement market, and how this would specifically generate
growth
in your business operations.

How We Earn Revenues and Income, page 11
25. Please explain your statement, "We plan to continue to
allocate a
significant portion of our resources toward development of our
brand
in the same fashion as traditional consumer product and service
companies."
26. Please tell us in what "other media" you intend to market your
services.

Operating Results For First Nine Months of 2004 Compared to 2003,
page 13
27. Please confirm that you compared the first nine months of 2004
to
the first nine months of 2003.  If not, please revise this section
to
compare similar time periods.  See Item 303(b)(2) of Regulation S-
B.
28. You state that your revenue decrease in 2003, as compared to
2002, was primarily due to discontinuing your corporate sales
programs.  Also, you state that your revenue decrease from the
first
nine months of 2004 compared to 2003 was due to a temporary
suspension of sales.  Please explain how you can temporarily
suspend
sales in 2004 that were discontinued in 2003.

Liquidity and Capital Resources, page 13
29. Please explain why you believe your cash reserves will be
sufficient to satisfy your working capital requirements for the
next
twelve months.  Also, please state whether you have any specific
plans and/or commitments to satisfy your future funding
requirements
through loans from banks or other financial institutions, or any
specific plans and/or commitments to raise funds through any other
sources if your cash reserves are insufficient.  Further, please
disclose the likelihood of receiving funding from any of the
sources
you mentioned.  Finally, please discuss your alternatives over the
next twelve months if your reserves do not satisfy your operating
requirements and you are unable to secure the other funding
sources
you mentioned.

Item 3, Description of Property, page 15
30. Please discuss the property in Brooklyn at which your
technology,
site development, and maintenance are managed.  Please describe
the
locations in both Manhattan and Brooklyn, and any limitations your
property arrangements may have on your business.  See Item 102(a)
of
Regulation S-B.  Also, please disclose at what location your three
part-time employees work.

Item 4, Security Ownership of Certain Beneficial Owners and
Management, page 15
31. Of the number of shares owned by each individual in the table,
state in a footnote to the table the amount of shares that the
listed
beneficial owner has the right to acquire within sixty days from
options, warrants, rights, conversion privileges, or similar
obligations.  Please state if there are none of these
arrangements.
See Instruction 1 to Item 403 of Regulation S-B.

Item 5, Directors and Executive Officers, Promoters and Control
Persons, page 16
32. Please disclose how long Mr. Gelband has been your director,
Chief Executive Officer, and Treasurer.  Also, please disclose the
term of office for a director, how many terms each of your current
directors have served, and when they were reelected to the board,
if
applicable.  See Item 401(a)(3) of Regulation S-B.
33. You state that Mr. Bieler is currently the President of Mark
Bieler Associates, Inc.  Also, you state that, from 1985 to mid-
1999,
Mr. Bieler was Director of Human Resources for Bankers Trust
Company
and Executive Vice President of the parent organization, Bankers
Trust Corporation.  However, you must describe briefly Mr.
Bieler`s
business experience during the past five years.  See Item
401(a)(4)
of Regulation S-B.  Therefore, please describe Mr. Bieler`s
business
experience since March 2000.  If Mr. Bieler has been President of
Mark Bieler Associates since that time, please state.

Item 7, Certain Relationships and Related Transactions, page 19
34. Please disclose the reason(s) you were indebted to the Alan
Gelband Company Defined Contribution Pension Plan & Trust for
$250,266.

Preferred Stock, page 19
35. Please describe any redemption, sinking fund, and other
material
provisions of your preferred stock.  See Item 202(a)(2) of
Regulation
S-B.

Trading of Securities in Secondary Market, page 20
36. Please list the requirements for having your securities listed
on
the Pink Sheets.  Also, since your financial condition does not
approach the requirements of a national exchange, please consider
deleting any reference to your shares being listed on a national
exchange.  Further, please contrast your financial condition with
the
requirements of having your securities listed on the OTC Bulletin
Board or the Pink Sheets.

Part II

Status of Outstanding Common Stock, page 22
37. Please explain why you believe that all of your outstanding
common stock, except the stock held by Messrs. Gelband and Bieler,
may be sold pursuant to the resale exemption provided by Rule
144(k).

Item 4, Recent Sales o