SecProbe.io

Mail Stop 3561
July 1, 2009
 Jennifer H. Jarvis President and Chief Executive Officer K-Kitz, Inc. 1630 Integrity Drive East Columbus, OH 43209
Re: K-Kitz, Inc.
Amendment No. 1 to Registrati on Statement on Form S-1
Filed June 17, 2009
   File No. 333-158426

Dear Mr. Jarvis:

We have reviewed your filing and have the following comments.  Where
indicated, we think you should re vise 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 deta iled as necessary in your explanation.  In
some of our comments, we may ask you to provi de us with information so we may better
understand your disclosure.  After reviewing th is information, we may raise additional
comments.

Dilution of the Price You Pay For Your Shares, page 11

1. We have reviewed your response to prior comment 12 in our letter dated April 29,
2009 and have the following comments:

• Please revise your table with upda ted data as of March 31, 2009.

• It appears that you incorrectly computed  “Dilution per share to new investors”
when assuming all of the shares are sold   Based on your year-end figures, this
amount should equal $0.0351, calculate d as your $0.05 offering price less
your $0.0149 post-offering pro forma net tangible book value per share.
 • We note the section of your table titled  “Existing Stockholder if all of the
Shares are Sold.”  Please include a similar table assuming the minimum
number of shares is sold.  Please also revise both tables to include your pro

Jennifer H. Jarvis
K-Kitz, Inc.
July 1, 2009 Page 2
forma net tangible book value per share before and after the offering and the increase in net tangible book value per shar e attributable to ne w investors.

• It appears the first thr ee lines of your table on pa ge 12 are not per share
amounts and the second line actually re flects your pro forma net tangible book
value after
 the offering.  Please revise your table accordingly.
 Management’s Discussion and Analysis of Financial Condition and Results of
Operations, page 13

Results of Operations, page 15

2. You disclose that the increas e in your selling, general and administrative expenses
from the quarterly period ended Marc h 31, 2008 to the quarterly period ended
March 31, 2009 was mainly due to an increase in tax expense.  Please tell us the
nature of these tax expenses and clarify why they are not classified within the
“provision for income taxes” line item on your income statements.  If you accrued
a substantial amount of fiscal 2008-relate d income taxes subsequent to year-end,
please tell us why those amounts were not reflected in your income tax payable as
of December 31, 2008 and explain how your accounting treatment complies with SFAS 109.  Please also clarify why you di d not recognize income tax benefits
during the quarterly periods ended Ma rch 31, 2008 and 2009 as a result of your
pre-tax losses for those periods.  S ee paragraphs 19-20 of APB 28.

Liquidity and Capital Resources, page 16

3. Please revise to clarify the reference you make to the “support and
accommodations” you have received from Je ndco Safety.  If you are referring to
the favorable payment terms you receive from them, please specifically refer to this and any other favorable terms or bene fits that accrue to you, by virtue of your
affiliation with them.  Please make similar revisions on page 27.  Please note that your risk factor on page 6, which also refers to “the support and accommodations”
you receive from a significan t related party, whom we presume to be Jendco
Safety, would seem to be referring to cas h advances or loans as it makes reference
to your liquidity needs.  If Jendco Safety has provided you with cash advances or loans, please revise to discuss the terms of these cash advances or loans, and revise the disclosure to explain exactly how the related party has assisted you with
your liquidity needs.

4. You indicate that your cash on hand together with the anticipated proceeds of the offering and projected cash flow from  operations will be enough to sustain
operations for at least the next 12 to 18 months.  Please clarify whether you will need to raise the maximum amount of pro ceeds in order to sustain operations for
this time frame, as your reference to  “anticipated proceeds” is unclear.

Jennifer H. Jarvis
K-Kitz, Inc.
July 1, 2009 Page 3  Recent Accounting Pronouncements, page 18

5. We have reviewed your response to prior comment 17 in our letter dated April 29,
2009 and re-issue our original comment si nce it does not appear you made the
changes described in your response.  Pl ease also ensure you similarly revise your
disclosures on pages F-8 and F-9 of your  financial statement footnotes.
 Plan of Distribution and Te rms of the Offering, page 29

Offering Period, Extension and Expiration Date, page 30

6. We note your indication that you reserve th e right to terminat e the offering at
anytime.  Please confirm, as you have with  respect to an extension of the offering,
that you will file a post-effective amendm ent to advise shareholders of your
decision to terminate the offering.
 Balance Sheet, page F-3

7. We have reviewed your response to prior comment 23 in our letter dated April 29,
2009. Based on your disclosures on page II-1, it appears your CEO Jennifer Jarvis purchased 4,500,000 common shares on January 24, 2009 for cash consideration
of $45,000.  Please confirm if you issued the shares for cash or some other form
of consideration, such as the conversi on of a payable to your CEO.  If you
received cash, please revise your pro form a balance sheet to reflect the cash
proceeds and ensure that you reflect the pr oceeds within the fi nancing activities
section of your statement of cash flows for the quarterly period ended March 31,
2009.  If you issued the shares upon conversion of a liability, please revise your pro forma balance sheet to reflect the reduc tion of the liability.  In either case,
please clarify why your APIC balance d eclined, both in your pro forma balance
sheet and your interim statement of shar eholders’ equity, and did not increase by
an amount approximating the cash received, or  liability extinguish ed, in excess of
the par value of the common shares i ssued.  Please also clarify why the
transaction had no impa ct on total equity.

Notes to Financial Statements, page F-7

Note 5. Provision for Income Taxes, page F-9

8. We have reviewed your response to prior comment 24 in our letter dated April 29,
2009, noting that your income tax disclo sures do not fully comply with the
requirements of SFAS 109 and Rule 4-08(h)(1) of Regulation S-X.  Please
address the following items:

Jennifer H. Jarvis
K-Kitz, Inc.
July 1, 2009 Page 4
• Your footnote reflects federal income  tax expense as current while your
response suggests that the expense is deferred.  Please address this
inconsistency.  If all federal income ta x expense is deferred, tell us why you
have not recorded any current federal income tax expense.

• Provide a reconciliation, using percenta ges or dollar amounts, of the reported
amount of income tax expense attributab le to continuing operations for the
year to the amount of income tax ex pense that would result from applying
domestic federal statutory tax rates to pretax income from continuing
operations.
 • Disclose the approxima te tax effect of each
 type of temporary difference and
carryforward that gives rise to a signif icant portion of deferred tax liabilities
and deferred tax assets.

• As described in paragraph 28(a) of SFAS 95, reflect deferred tax expense
and/or income as a separate reconciling item on your statements of cash flows.

Note 8. Related Party Transactions, page F-10

9. We have reviewed your response to prior comment 25 in our letter dated April 29,
2009.  As previously requested, please id entify and state the amounts of your
related party transactions on the f ace of your income statements.
 Note 9. Subsequent Events (Unaudited), page F-11

10. Please disclose the consideration you received in exchange for the 4.5 million shares of common stock issued to your CE O Jennifer Jarvis.  Similarly revise the
disclosures in Note 3 of your inte rim financial statements.

****

As appropriate, please amend your regist ration 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 cove r 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 amendmen t and responses to our comments.

Jennifer H. Jarvis
K-Kitz, Inc. July 1, 2009 Page 5
You may contact Andrew Blume, Acc ountant, at (202) 551-3254 if you have
questions regarding comments on the financial statements and related matters.  Please
contact Scott Anderegg, Staff Attorney, at (202) 551-3342, or Mara Ransom, Legal
Branch Chief, or me at (202) 551-3720 with any other questions.
        S i n c e r e l y ,          H. Christopher Owings
Assistant Director
 cc: Spencer G. Feldman, Esq.
 Greenberg Traurig, LLP