SecProbe.io

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Mail Stop 3561

October 18, 2005

Paul F. Tetreault
Snow & Sail Sports, Inc.
397 N. Main Street
South Yarmouth, MA 02664

      	Re:	Snow & Sail Sports, Inc.
      		Registration Statement on Form SB-2
      		File No. 333-128526
      		Filed September 22, 2005

Dear Mr. Tetreault:

      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.

* * * * *

Outside Front Cover Page
1. In the appropriate section, please briefly explain why the
company
is registering the shares for resale and, as a result, subjecting
itself to the Exchange Act reporting obligations.  For example, is
the company registering the resale due to a registration rights
agreement with the selling shareholders?  Or are there other
business
purposes for this resale?

2. In the appropriate section, indicate with specificity when the
company intends to take the steps necessary for quotations on the
OTC
Bulletin Board, such as contacting market-makers.
3. We note that the name of your company is "Snow & Sail Sports,
Inc."  Tell us in your response letter why your company`s name
refers
to "Sail Sports" when the company is only involved in organizing
ski
trips.
Prospectus Summary, page 4
4. The website, www.skimarket.com, does not appear to discuss your
business of providing ski trips.  It appears to belong to Ski
Market
and makes no mention of Snow & Sail Sports, Inc.  Your disclosure
on
page 18 indicates that Ski Market is an unaffiliated company.
Accordingly, please clarify that the website is not that of your
company.  Alternatively, explain to us why it is appropriate to
refer
to Ski Market`s website as your company`s website.
5. Please refer to the top of page 5.  Clarify whether the offered
shares represents 14.09% of the total outstanding common stock or,
as
you state, the outstanding stock "held by the selling stockholders
identified herein."
Risk Factors, page 5
6. Many of your risk factor discussions are overly generic and
provide disclosure that can easily apply to any company.  Please
revise the discussions so that they explain how the risks
specifically apply to your business.  In addition, the risks often
need to be described more clearly.  Examples of discussions that
need
such revisions are:

* "S&S has a brief operating history...," page 6;
* "Any market that develops in shares our common stock...," page
9;
and
* "There are significant potential conflicts of interest relating
to
our President," page 11.
7. Avoid using vague phrases such as "adverse impact" and
"adversely
affected."  Use clear and more descriptive terms to describe the
effects of the risks.  Examples of discussions that require
revisions
include "The ability of our President to control our business...,"
page 12, and "Our business is exposed to risks associated with
credit
card fraud...," page 12.
S&S has a brief operating history..., page 6
8. Please identify and discuss what managements considers to be
the
"risks, expenses, delays, problems and difficulties frequently
encountered in the establishment of a new business."  If these
risks
are discussed elsewhere, include the necessary cross-references to
the appropriate sections.
Shareholders may be diluted significantly..., page 6
9. Please explain more clearly how future issuance of stock could
"enhance existing management`s ability to maintain control of
S&S."
We depend completely upon our president..., page 7
10. Please indicate the approximate time that Mr. Tetreault
intends
to devote to the business of S&S.
11. The relevance of the third paragraph`s discussion is unclear.
Explain how Mr. Tetreault`s ability to resell securities pursuant
to
Rule 144 and his plan to resell pursuant to the current
registration
statement are relevant to the risks posed by his departure from
the
company.
Our articles of incorporation provide for indemnification..., page
8
12. Please refer to the last paragraph of this discussion.
Explain
more clearly why this portion of the discussion poses a risk to
investors.
Currently there is no public market..., page 8
13. Please disclose that it is possible that no market-maker may
want
to apply or provide  quotations for your company`s stock.
Any market that develops..., page 9
14. Please describe the risks to investors stemming from the penny
stock rules.
Any trading markets that may develop..., page 10
15. If  known, please list the states in which the resale of the
company`s stock is prohibited under the state`s blue sky laws.  In
addition, describe the "significant state blue sky law
restrictions"
more clearly; if the restrictions effectively prohibit any resale,
then state so clearly.

There are significant potential conflicts of interest relating to
our
President, page 11
16. The last paragraph of this discussion appears to mitigate the
risks.  Please move this discussion to another section, such as
the
"Possible Potential Conflicts" section on page 23.

We may be exposed to potential risks resulting from new
requirements
under Section 404..., page 13
17. Please note that mandatory compliance date for the internal
control report for non-accelerated filers has been extended
another
year by SEC Release 33-8618.  In light of this development,
reevaluate whether compliance, now due for your fiscal year ended
December 31, 2007, is still a risk.   Revise your disclosure here
and
elsewhere accordingly.
For the years ended December 31, 2004..., page 13
18. Please identify the company responsible for all of your
revenues
for fiscal years 2004 and 2003.  Disclose whether you have any
written agreements with the company; if not, consider whether the
lack of any agreement itself is a risk that should be disclosed.
If an agreement exists, please file the agreement as an exhibit
and
disclose the material terms in the appropriate section.
Management`s Discussion and Analysis, page 18
19. We note your disclosure concerning the keys to expanding your
operations.  Provide more detail as to how you plan to accomplish
these goals and whether additional funding is necessary.  If so,
explain whether becoming a public company is expected to enhance
or
hinder your growth.
20. Please quantify the changes in the line items "Cost of
revenue"
and "General and administrative" presented in the statements of
operation on page 38.  Also, discuss the causes of any material
changes from period to period in one or more line items of your
financial statements for the fiscal years ended December 31, and
for
the interim period ended June 30, 2005 or later as applicable, as
required by Items 303(b) (1) and (2) of Regulation S-B.
21. In general, please note that the result of operations section
should describe the reasons underlying the changes in financial
results in sufficient detail so that a reader can see the business
through the eyes of management.  See Item 303(b)(1)(vi) of
Regulation
S-B.  For example, your financial statements show that, although
you
enjoyed net income of $17,858 during the fiscal year ended
December
31, 2003, you suffered net operating loss of $152 during the
following fiscal year.  Cost of revenues during these two years
also
changed significantly (from $74,924 in 2003 to $327,454 in 2004).
Your MD&A section should discuss in detail the factors responsible
for these significant changes.  Please refer to our guidance in
Release No. 33-8350, which is available at our website
(www.sec.gov),
and revise the results of operations section in accordance with
such
guidance.
22. We note under the caption "Certain Relationships and Related
Transactions" on page 26 that your president provides office space
at
no charge to the company.  You also disclose in Note 5 on page 46
that a company controlled by your president provides promotional
services for you on its website at no charge.  Your financial
statements should include all costs of doing business.  For all
costs
paid on your behalf by your founder or principal stockholder, you
should record an expense with an offsetting entry to contributed
capital. To the extent material, please revise your financial
statements. See SAB Topic 5:T.  Also, revise Note 5 on page 46 as
necessary and make the appropriate revisions throughout the
filing.
23. Please refer to page 18.  Describe the nature of the "limited
operations" conducted in 2003.
24. Please refer to part IV of Release No. 33-8350 for our
guidance
regarding the disclosure required in the "Liquidity" section.  You
should revise the "Liquidity" section in accordance with our
guidance.  For example, your revised "Liquidity" section should:
* discuss your ability to meet long-term liquidity needs (we
consider
"long-term" to be in excess of the next 12 months) and clarify
whether you will have sufficient cash and other financial
resources
to fund operations beyond the next twelve months;

* identify the company`s historical sources of liquidity;

* explain the business reasons for conducting the September 2005
private placements (include a discussion of how the proceeds were
used);

* clarify what the company considers to be its "minimum operating
cash requirements" (with quantified disclosure, if possible); and

* discuss any known trends, events, demands, commitments, or
uncertainties that are reasonably likely to have a material effect
on
your liquidity (e.g., the "circumstances" that, if changed, could
affect cash flow; also, the company`s obligation to pay $50,000 in
legal fees for this offering).
25. Please discuss the costs of being a public company after the
completion of this offering.  Disclose the anticipated costs, the
expected sources of funds, and effect on the company`s overall
liquidity.
Business, page 20
Strategy, page 20
26. The general mechanics of how your business operates are
unclear.
Provide a step-by-step description of how the company typically
arranges a tour.  Specifically, the description give readers a
better
sense of how and when the company sells the tickets for the tours
(and receives payment), buys the tickets for the resorts (and pays
the resort operators), and arranges for the buses (and pays for
the
buses).  Your current disclosure is vague on many of these
operational aspects.  For example, it appears that you arrange for
the buses before attempting to sell the tickets for the tours.
27. Please clarify the nature of the "supplier[s]" utilized for
each
tour.
28. We note that the cost per ticket is $60 or less in "most
cases."
Please briefly describe the circumstances that would lead the cost
to
exceed $60; consider providing a range of the typical costs for
the
tickets.
29. When describing your pricing and cancellation policies, please
use terms more descriptive than "good."
30. Please describe the locations, other than ski stores, from
which
your tours originate.
31. Indicate whether you operate through any ski store chains
other
than Ski Market.
32. Describe in detail the material terms of your "oral
agreements"
with Ski Market.  For example, you should discuss the Ski Market`s
obligations, if any, to promote your tours.  You should also
describe
the terms regarding Ski Market`s compensation.  Finally, you
should
discuss Ski Market`s ability to terminate or renegotiate the
current
arrangement.
33. Please indicate the approximate number of tours that you have
conducted since inception.  Indicate what percentage of these
tours
was the result of your arrangement with Ski Market.
34. Discuss in greater detail your arrangements with the resort
operators.  For example, are you obligated to provide a specific
number of customers for a specific period of time?  You indicate
on
page 18 that you are paid for the tickets before you have to pay
the
ski facility operators in "most cases."  Under what circumstances
would you not be paid for the tickets before paying the ski
facility
operators?
35. We note that you "seek" to purchase tickets at prices that are
"40 to 60% below retail."  Disclose the typical discount that the
company has actually been obtaining.  Explain in greater detail
how
Mr. Tetreault`s background enables the company to obtain tickets
at
significant discounts.
36. Clarify whether your business markets its tours on website
other
than Sno Search.  In addition, please disclose the material terms
of
the arrangement with Sno Search, including how Sno Search is
compensated.  Clarify whether Sno Search promotes tours organized
by
other companies.
37. Explain how you solicit the "groups" for whom you organize
tours.
38. Please quantify the amount of business generated by repeat
customers.  Explain why you cannot provide assurances regarding
your
ability to negotiate favorable agreements.
39. Please refer to the "Employees" section on page 22.  You refer
to
bus operators and ski resort operators as "consultants."  Explain
how
these operators act as "consultants."  In addition, identify the
director who acts as a consultant.
40. Identify all the businesses in "similar industries" that Mr.
Tetreault owns an interest.  Clarify which of these businesses, if
any, are the recipient of Mr. Tetreault`s primary time and
efforts.
Directors, Executive Officers, and Promoters..., page 22
41. Disclose the specific positions, and corresponding dates, held
by
Mr. Tetreault within the past five years.  We note that Mr.
Tetreault
"co-founded" Sports and Leisure Enterprises in 1972; clarify
whether
he currently has any relationship with the company.
42. In the appropriate section, identify the firm controlled by
Mr.
Greeley that performed consulting work.  Describe the nature of
the
consulting work performed.
43. Please refer to the "Committees of the Board of Directors"
section on page 23.  Please state the number of directors the
company
will need to retain before the audit and compensation committees
are
formed.
44. Please refer to the "Executive Compensation" section on page
25.
The summary compensation table refers to fiscal years ended June
30.
Your financial statements indicate that your fiscal years end on
December 31.  Please revise so that the table reflects the
compensation as of the most recent fiscal year.
Certain Relationships and Related Transactions, page 26
45. Your disclosure on page 21 indicates you market your tours
through Sno Search, a company "controlled" by Mr. Tetreault.
Please
provide all information regarding this arrangement that Item 404
of
Regulation S-B requires.
Plan of Distribution, page 31
46. Please refer to the discussion of your plans to list in
Mergent,
Inc. on page 33.  Explain in greater detail the significance of a
listing in Mergent, Inc. and the "manual" exemptions.
Available Information, page 26
47. Please revise to state the SEC`s new address: 100 F Street,
NE,
Washington, DC 20549.

Report of Independent Registered Public Accounting Firm, page 36
48. We note that Mantyla McReynolds LLC is located in Salt Lake
City,
Utah, while your primary business operations are in the New
England
area.  Please confirm that that the auditors are licensed to audit
a
company located in Massachusetts.

Audited Financial Statements for the Year Ended December 31, 2004

Statements of operati