SecProbe.io

December 9, 2011
 Via E-mail

Anna C. Jones President and Chief Executive Officer B-Maven, Inc.
3272 Reynard Way
San Diego, CA  92103
Re: B-Maven, Inc.
Amendment No. 3 to Registrati on Statement on Form S-1
Filed November 30, 2011
  File No. 333-176376

Dear Ms. Jones:

We have reviewed your registration statem ent and have the following comments.
 General

1. We note your response to comment one of our  letter dated November 1, 2011.  Based on
your current disclosure, it remains unclear to us how you reasonably anticipate carrying
out the business plan described in the prospe ctus given the continue d lack of detail and
clarity in your disclosure about your plans fo r, and ability to obtain, additional financing.
We direct your attention again to Secu rities Act Release N o. 33-6932 (April 13, 1992),
specifically Section II.A, in which the Commi ssion stated that it would “scrutinize . . .
offerings for attempts to create the appearan ce that the registrant  . . . has a specific
business plan, in an effort to avoid the appli cation of Rule 419.”  Please either revise your
registration statement and the terms of your offering to comply with Rule 419 or provide
us with a detailed analysis as  to why you believe your transac tion is not within the scope
of Rule 419.  In this regard, we note your c ounsel’s involvement in substantially similar
transactions, such as the initial public offeri ng of HotelPlace, Inc., which appears to have
been sold approximately four months after its registration statement went effective.

2. Please revise your prospectus summary, as we ll as the business a nd MD&A sections of
the prospectus, to disclose that you are a sh ell company, as defined in Rule 405 under the
Securities Act.
 The Offering, page 18

3. We note your response to comment three of our letter dated November 1, 2011.  Based on
that response and the revised di sclosure in the prospectus, we are unable to agree with
your conclusion that your arrangement with  Gary B. Wolff, P.C. to hold offering

Anna C. Jones B-Maven, Inc. December 9, 2011 Page 2

 proceeds is properly characterized as an escrow arrangement.  Please revise your
disclosure accordingly.
 Management’s Discussion and Analysis  or Plan of Operation, page 22

 Operations, page 22

4. We note your response to comment four of our letter dated November 1, 2011, and your
revised disclosure.  In the first sentence of  the fifth paragraph on page 23, you state that
your only source of capital at this time is th rough this offering.  Please revise this
statement to clarify that all of the pro ceeds of this offering will go toward paying a
portion of the costs of the offering.  Additionally, please provide a timeline for the completion of your business plan assuming you raise 100%, 75%, 50% , 25%, and 10% of
the required funding.

5. In the penultimate paragraph on page 24, you now state that even if you do not receive
financing, you expect to mainta in limited operations for at least 12 months because your
president will provide services without current compen sation.  Please disclose whether
your president will accrue compensation.  Pleas e also address how you expect to cover
operating expenses during the 12 months  if you do not receive financing.

Liquidity, page 25

6. We note your response to comment six of our  letter dated November 1, 2011, and your
revised disclosure.  Specifically, we note you ad ded disclosure stating that the majority of
the costs relating to the offering become due , if and when you receive a trading symbol
from FINRA.  This statement appears to c onflict with Exhibit 10.1 and your statement
that you will be in technical  default under the agreement with your counsel if you do not
generate sufficient revenues within six months to pay the offering costs.  Please advise, or
revise your disclosures as a ppropriate.  Additionally, pl ease disclose the amount of
imputed interest to which you will be subj ect if a technical default occurs on the
outstanding payments owed to your counsel.  Fi nally, please disclose whether the liability
to your counsel takes priority over the f unds required to implement your business plan.

7. In the second paragraph, you state that you believe you can secure funding.  Please
provide us with the ba sis for this belief.
 Certain Relationships and Re lated Transactions, page 25

8. Please disclose the name of the related party referenced in your new disclosure at the
bottom of page 35.  Please also disclose the na ture of the relationshi p such party has with
the company.

Anna C. Jones B-Maven, Inc. December 9, 2011 Page 3

 Plan of Distribution, page 39

9. Please tell us the name of the market maker you refer to on page 39, and clarify for us the
nature of your agreement with the market maker.
 Exhibit 5.1

10. We note your response to comment seven of our letter dated November 1, 2011.  Please
clarify for us whether Mr. Wolff is license d to practice law in any other jurisdiction
besides New York.  Given that  Mr. Wolff is suspended from  practicing law in New York,
if he is not licensed to practice law elsewher e, we do not believe th at Mr. Wolff’s opinion
constitutes an opinion of counsel within the parameters of Regulation S-K Item
601(b)(5).  Please refer to the SEC Admi nistrative Proceeding Release No. 34-59303
(Jan. 27, 2009).  In that case, you would need to file a new legality opinion in compliance
with Item 601(b)(5) and re vise the Legal Matters disc losure in your prospectus
accordingly.

You may contact Dale Welcome at (202) 551-3865 or Kevin St ertzel at (202) 551-3723 if
you have questions regarding comments on the fina ncial statements and related matters.  Please
contact Jessica Dickerson at ( 202) 551-3749 or Dietrich King at  (202) 551-3338 with any other
questions.

Sincerely,
   /s/ Dietrich King for
Pamela Long Assistant Director
cc: Gary B. Wolff, P.C.