SecProbe.io

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Mail Stop 6010

								September 30, 2005

Mr. Timothy J. Crottey
Chief Executive Officer
Fitmedia Inc.
304b - 338 West 8th Avenue
Vancouver, British Columbia
Canada, V5Y 3X2

	Re:	Fitmedia Inc.
		Registration Statement on Form SB-2, Amendment 1
		Filed September 19, 2005
		File No. 333-124872

Dear Mr. Crottey:

	We have reviewed your filing and have the following comment.
Where indicated, we think you should revise your document in
response
to this comment.  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.

	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.

FORM SB-2

Consolidated Financial Statements for the Six Months Ended July
31,
2005

Consolidated Statement of Stockholders` Equity, page F-14

1. Please present the statement of stockholders` equity in a
format
reconciling the beginning balance to ending balance for each
income
statement period presented.

Notes to Consolidated Financial Statements

2. Significant Accounting Policies

Revenue Recognition, page F-20

2. Please clarify in the filing what the "point of sales basis" is
and
also disclose your accounting policy related to sales returns and
other allowances.

4. Related Party Transactions, page F-21

3. Please tell us how you are accounting for the $2,500 annual
director`s fee.

Exhibit 5.1: Legality Opinion

4. We reissue comment 21.  The legality opinion should clearly
identify the offerings to which it applies by stating the number
and
type of shares being offered by the company and the number and
type of
shares being offered by the selling security holders.  With
respect to
both the primary offering and the secondary offering, it should
clearly state whether the shares will, when sold, be legally
issued,
fully paid, and non-assessable.  See Item 601(b)(5) of Regulation
S-B.
Currently, the opinion has the following deficiencies:

* It does not identify the number or type of shares in the
secondary
offering.
* It does not state whether the shares in the secondary offering
will,
when sold, be "legally issued, fully paid, and non-assessable."
We
note paragraph 2 of the opinion states the stock to be sold under
this
Form SB-2 is "likewise legal under the laws of the State of
Delaware."
However, this is not sufficient.  The conclusion should use the
precise language called for by Item 601(b)(5).

*	*	*

	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 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 direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

	You may contact Joseph Roesler at (202) 551-3628 or Joel
Parker
at (202) 551-3651 if you have questions regarding comments on the
financial statements and related matters.  Please contact Greg
Belliston at (202) 551-3861 or me at (202) 551-3715 with any other
questions.

								Sincerely,

								Jeffrey Riedler
								Assistant Director

cc:	Penny O. Green, Esq.
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Mr. Timothy J. Crottey
Fitmedia Inc.
September 30, 2005
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