SecProbe.io

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Mail Stop 0308

      April 19, 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.
      Amendment No. 1 to Form 10-SB Registration Statement
      File No. 0-51158
      Filed on April 11, 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 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 a Form 10-SB goes effective by lapse of time
60
days after the original filing date, pursuant to Section 12(g)(1)
of
the Securities Exchange Act of 1934.  Therefore, you are subject
to
the reporting requirements under Section 13(a) of the Exchange
Act.
2. We note your response to our prior comment 1.  It is not
sufficient to declare that you believe a statement is true and
provide no basis for that belief.  For example, on page 3, you
state
that you believe professional organizations, businesses, and
employees obtain several benefits from using your programs, such
as
increased sales, improved employee retention, and better life
balance.  However, you provide no basis for your belief that these
statements are accurate.  Therefore, throughout your document,
when
you provide factual statements based on your belief or your
management`s belief, please include an explanation for the basis
of
that belief.

Part I

Marketing, Advertising and Sales, page 4
3. We note your response to our prior comment 12.  Additionally,
please disclose if you have aligned yourself with any companies
who
sell to corporations and institutions with large internal sales
forces, or if you have partnered with any companies that sell to
Fortune 1000 companies` sales, human resources, or training
departments.
4. Further, in this section and others, you state that you work
with
your "corporate clients" to assess their needs and shape your
programs.  However, you state also that you have no clients
because
you provide your program for free on the internet.  Please
reconcile
these statements and revise your document accordingly.

Competition, page 5
5. We note your response to our prior comment 14.  Please disclose
the names of your main competitors, especially the ones with whom
you
compare yourself in your TrueYou Difference section on page 5.
Also,
please disclose your competitive position in relation to these
companies.  See Item 101(b)(4) of Regulation S-B.

Risk Factors, page 7
6. We note your response to our prior comment 16.  Please include
additional risk factors discussing the substantive risks to your
business operations and the price of your shares.  For example, it
appears that you are dependent on third parties for your library
of
BestSteps, you employ a consultant on an as needed basis who is
responsible for running your website, your only small source of
income is through advertising, and your investors will have many
risks related to your stock`s volatility, liquidity, dilution, and
more.  Therefore, please revise this section to add risk factors
that
more precisely articulate the risks to your business operations
and
the price of your stock.

Operating Results For December 31, 2004 Compared To 2003, page 13
7. We note your response to our prior comment 28.  In your
document,
please clarify in what year you suspended your sales programs.
Also,
please tell us why you decided to delete the Operating Results For
2003 Compared To 2002 section from your document.  You must
discuss
your financial condition, changes in financial condition, and
results
of operations for each of the last two fiscal years.  See Item
303(b)
of Regulation S-B.  Therefore, you should consider reinserting
that
section into your document so that you can discuss more completely
the changes in your financial condition and your results of
operations for fiscal year 2003.

Liquidity and Capital Resources, page 14
8. We note your response to our prior comment 29.  In this
section,
please disclose that your management believes you will require
$60,000 over the next twelve months to continue your business
operations.

Item 5, Directors and Executive Officers, Promoters and Control
Persons, page 18
9. We note your response to our prior comment 32.  You state that
your directors are elected until their successors are duly elected
and qualified and that Mr. Gelband has never been reelected
director
by your stockholders.  Please tell us how your Certificate of
Incorporation, Bylaws, and applicable state law permit this
arrangement.

Part III

Item 1, Index to Exhibits
10. We note your response to our prior comment 48.  However, your
Certificate of Designation of Series A Preferred Stock, dated July
13, 2004, defines the rights only of your preferred stockholders.
Therefore, please file, as an additional Exhibit Number 3, the
appropriate instrument or instruments that define your common
stockholders` rights.  See Item 2(2) of Form 1-A.  Please note
that
you may incorporate by reference, as an exhibit, any portion of a
document filed with us that defines the rights of your common
stockholders.  See Instruction 1 to Item 1 of Part III of Form 10-
SB.

*	*	*	*	*	*

       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 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 filing 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 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 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.

      You may contact Robert Burnett, Staff Accountant, at (202)
942-
1809, or Michael Moran, Accounting Branch Chief, at (202) 942-
2823,
if you have questions regarding

comments on the financial statements and related matters.  Please
contact John Fieldsend, Staff Attorney, at (202) 824-5505 or me at
(202) 942-1900 with any other questions.

      Sincerely,

      H. Christopher Owings
      Assistant Director

cc:	Louis A. Bevilacqua, Esq.
      Thelen Reid & Priest LLP
	Via Fax: (202) 654-1804

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Trueyou.com, Inc.
April 19, 2005
Page 1

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