SecProbe.io

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Mail Stop 0308
       June 17, 2005

Steven N. Masket, Esq.
Executive Vice President, General Counsel and Secretary
Maidenform Brands, Inc.
154 Avenue E.
Bayonne, NJ 07002

      Re:	Maidenform Brands, Inc.
      Amendment No. 1 to Registration Statement on Form S-1
      Filed June 3, 2005
		File No. 333-124228

Dear Mr. Masket:

      We have reviewed your filing 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 may ask you to provide
us
with information so we may better understand your disclosure.
After
reviewing this information, we may raise additional comments.
Feel
free to call us at the telephone numbers listed at the end of this
letter.

Amendment No. 1 to Registration Statement on Form S-1

15.  Stock Option Plans, page F-32

1. We have reviewed your response to comment 43 in our letter
dated
May 19, 2005 and based on the information provided, it does not
appear reasonable that there would be such a significant
discrepancy
between the deemed fair market value of your common stock on
August
4, 2004 versus September 8, 2004 and thereafter.   We note that it
was only after you had your first meetings with potential
underwriters for the initial public offering that you went back
and
reassessed the fair market value of the common shares underlying
option issuances in September and thereafter.  We are unclear as
to
why your discussions with the underwriters and pending initial
public
offering did not also cause you to reassess the fair market value
of
the common shares underlying option issuances in August 2004,
particularly since the options granted in August 2004 were granted
less than six months prior to your initial discussions with the
underwriters, less than nine months before your initial Form S-1
filing, and only one month before the options granted in
September.
Please advise or otherwise revise your financial statements
accordingly.

2. Your response to comment 43 in our letter dated May 19, 2004
seems
to suggest that there was a significant increase in the fair
market
value of the common stock underlying your options in September
2004
as a result of you beginning to take various steps in
contemplation
of an initial public offering.    Please tell us whether you were
also contemplating an initial public offering in August 2004.   It
may be helpful if you provide minutes of your board of directors
meetings between May and August 2004 and/or other contemporaneous
documentation which demonstrates whether you had been
contemplating
an initial public offering prior to September 2004.

*****

      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.

      You may contact Yong Kim, Staff Accountant, at (202) 551-
3323
or Robyn Manuel, Staff Accountant, at (202) 551-3823 if you have
questions regarding these comments.  Please contact Pradip
Bhaumik,
Attorney-Advisor, at (202) 551-3333 or me at (202) 551-3720 with
any
other questions.

      					Sincerely,

      					H. Christopher Owings
      					Assistant Director

cc. Brian Margolis, Esq.
Proskauer Rose LLP
Fax:  (212) 969-2900

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Steven N. Masket, Esq.
Maidenform Brands, Inc.
June 17, 2005
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