SecProbe.io

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 Zeo ScientifiX, Inc.
 3321 College Avenue, Suite 246
 Davie, Florida 33314

 VIA EDGAR

 May 16, 2025

 U.S. Securities and Exchange Commission
 Division of Corporation Finance
 100 F Street, NE
 Washington, D.C. 20549-3629

 Attention: Ms. Doris Stacey Gama

 Ladies and Gentlemen:

 Re:
 Zeo ScientifiX, Inc. (the "Company")

 Registration Statement on Form S-1 (the "Registration Statement")

 File No. 333-286105

 Ladies and Gentlemen:

 Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended,
 the Company respectfully requests that the effective date of the Registration Statement
 be accelerated so that it will become effective at 4:00 p.m. Eastern Time on Tuesday, May 20, 2025.

 If you have any questions, please contact our counsel, Dale S. Bergman of Lewis Brisbois
 Bisgaard & Smith LLP, at 954.302.4162.

 Very Truly Yours,

 ZEO SCIENTIFIX, INC.

 By: /s/ Ian T. Bothwell

 Ian T. Bothwell

 Interim Chief Executive Officer

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 March 31, 2025

Ian T. Bothwell
Interim Chief Executive Officer
Zeo ScientifiX, Inc.
3321 College Avenue, Suite 246
Davie, FL 33314

 Re: Zeo ScientifiX, Inc.
 Registration Statement on Form S-1
 Filed March 26, 2025
 File No. 333-286105
Dear Ian T. Bothwell:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Doris Stacey Gama at 202-551-3188 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Life
Sciences
cc: Dale S. Bergman, Esq.
</TEXT>
</DOCUMENT>

United States securities and exchange commission logo
February 22, 2023
Ian Bothwell
CFO
Skycrest Holdings, LLC
1930 Harrison Street, Suite 204
Hollywood, FL 33020
Re:Organicell Regenerative Medicine, Inc.
Schedule 13D/A filed by Skycrest Holdings, LLC
Filed February 14, 2023
File No. 005-87575
Dear Ian Bothwell:
            We have reviewed the above-captioned filing and February 14, 2023 response to our
comment letter and have the following comment.  Unless we note otherwise, our references to
prior comments are to comments in our January 20, 2023 letter.
Schedule 13D/A filed February 14, 2023
General
1.We note your response to comment 2.  The amended filing does not provide the required
qualitative disclosure narrative for each item requirement of Schedule 13D, including any
negative responses.  See Rule 13d-1(a) and Instruction A. to Schedule 13D.  While the
staff of the Office of Mergers and Acquisitions will not undertake any further examination
of the filer's non-compliance with this rule at this time, we reserve the right to make
further inquiry into this matter and make any recommendations we deem appropriate.
            Please direct any questions to Michael Killoy (202) 551-7576 or Nicholas Panos at (202)
551-3266.
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions
cc:       Edward Anderson

United States securities and exchange commission logo
January 20, 2023
Ian Bothwell
CFO
Skycrest Holdings, LLC
1930 Harrison Street, Suite 204
Hollywood, FL 33020
Re:Organicell Regenerative Medicine, Inc.
Schedule 13D filed by Skycrest Holdings, LLC
Filed December 30, 2022
File No. 005-87575
Dear Ian Bothwell:
            We have reviewed the above-captioned filing, and have the following comments. In some
of our comments, we may ask to be provided with information so we may better understand
the disclosure.
            Please respond to this letter by amending the filing or by providing the requested
information.  If a belief exists that our comments do not apply to your facts and circumstances or
that an amendment is inappropriate, please advise us why in a response.
            After reviewing any amendment to the filing and any information provided in response to
these comments, we may have additional comments
Schedule 13D filed December 30, 2022
General
1.We note the date of the event reported as requiring the filing of the Schedule 13D was
August 16, 2022.  Rule 13d-1(a) of Regulation 13D-G requires the filing of a Schedule
13D within 10 days after the acquisition of more than five percent of a class of equity
securities specified in Rule 13d-1(i).  Based on the August 16, 2022 event date, the
December 30, 2022 filing was not timely filed.  Please advise us why the Schedule 13D
was not filed within the required 10 days after the acquisition.
2.Please provide the required qualitative disclosure narrative for each item requirement of
Schedule 13D.  See Rule 13d-1(a) and Instruction A. to Schedule 13D, which explains
that the item numbers and captions shall be provided together with the answers to the
items but the text of the items is to be omitted.  Alternatively, if an item is inapplicable or
an answer is in the negative, so state as required by Instruction A.

 FirstName LastNameIan Bothwell
 Comapany NameSkycrest Holdings, LLC
 January 20, 2023 Page 2
 FirstName LastName
Ian Bothwell
Skycrest Holdings, LLC
January 20, 2023
Page 2
            We remind you that the filing persons are responsible for the accuracy and adequacy of
their disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please direct any questions to Michael Killoy at 202-551-7576 or Nicholas Panos at 202-
551-3266
Sincerely,
Division of Corporation Finance
Office of Mergers & Acquisitions

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Organicell
Regenerative Medicine, Inc.

7595
SW 33rd Street, Suite 246

Davie,
Florida, 33314

October
20, 2022

VIA
EDGAR

Securities
and Exchange Commission

Division
of Corporation Finance

100
“F” Street, N.E.

Washington,
D.C. 20549-3629

Attention:
Mr. Gregory Herbers

Re:
Organicell Regenerative Medicine, Inc. (the Company”)

Registration
Statement on Form S-1

File
No. 333-267563

Ladies
and Gentlemen:

Pursuant
to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, the Company respectfully requests that
the effective date of the Registration Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time on Monday,
October 24, 2022, or as soon thereafter as practicable.

If
you have any further questions or comments, kindly contact the undersigned at (310) 200-9741 or our counsel, Dale S. Bergman, Esq. at
(305) 495-4157.

Very
truly yours,

ORGANICELL
REGENERATIVE MEDICINE, INC.

    By:
    /s/
    Ian Bothwell

    Ian
    Bothwell, Chief Financial Officer

United States securities and exchange commission logo
September 29, 2022
Ian Bothwell
Chief Financial Officer
Organicell Regenerative Medicine, Inc.
1951 NW 7th Ave, Suite 300
Miami, Florida, 33136
Re:Organicell Regenerative Medicine, Inc.
Registration Statement on Form S-1
Filed September 22, 2022
File No. 333-267563
Dear Mr. Bothwell:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Gregory Herbers at 202-551-8028 with any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Dale S. Bergman

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Organicell Regenerative Medicine, Inc.

4045 Sheridan Avenue, Suite 239

Miami Beach, FL 33140

March 11, 2022

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 “F” Street, N.E.

Washington, D.C. 20549-3629

Attention: Ms. Jennifer Angelini

   Mr. Sergio
Chinos

Re: Organicell Regenerative Medicine, Inc. (the Company”)

Registration Statement on Form S-1

File No. 333-257899

Ladies and Gentlemen:

Pursuant to Rule 461 of the General Rules and
Regulations under the Securities Act of 1933, as amended, the Company respectfully requests that the effective date of the Registration
Statement is accelerated so that it will become effective at 4:00 p.m. Eastern Time on Tuesday March 15, 2022, or as soon thereafter as
practicable.

If you have any further questions or comments,
kindly contact the undersigned at (310) 200-9741 or our counsel, Dale S. Bergman, Esq. at (305) 495-4157.

Very truly yours,

ORGANICELL REGENERATIVE MEDICINE, INC.

    By:
    /s/ Ian Bothwell

    Ian Bothwell, Chief Financial Officer

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Organicell Regenerative Medicine, Inc.

4045 Sheridan Avenue, Suite 239

Miami Beach, FL 33140

March 7, 2022

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 “F” Street, N.E.

Washington, D.C. 20549-3629

Attention: Ms. Jennifer Angelini

   Mr. Sergio Chinos

Re: Organicell Regenerative Medicine, Inc. (the Company”)

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

Filed December 15, 2021

File No. 333-257899

Ladies and Gentlemen:

In response to the Staff’s comment letter
dated December 23, 2021 (the “Letter”), the Company hereby files Amendment No. 2 to the Registration Statement on Form
S-1.

The following sets forth the Company’s response
to the comment set forth in the Letter. For your convenience, the response to the comment follows the comment itself.

Form S-1/A filed December 15, 2021

Executive Compensation, page 59

Comment:

 1. Please update your executive compensation disclosure to provide the information called for by Item 402
of Regulation S-K with respect to your last fiscal year ended October 31, 2021.

Response:

We respectfully advise the Staff that the within
filing provides all required financial and narrative updates to the Company’s Registration Statement for the fiscal year ended October
31, 2021, including the required financial statements, financial information, Management’s Discussion and Analysis of Financial
Condition and Results of Operations, Executive Compensation and related party transactions.

If you have any further questions or comments,
kindly contact the undersigned at (310) 200-9741 or our counsel, Dale S. Bergman, Esq. at (305) 495-4157.

Very truly yours,

ORGANICELL REGENERATIVE MEDICINE, INC.

    By:
    /s/ Ian Bothwell

    Ian Bothwell, Chief Financial Officer

United States securities and exchange commission logo
December 23, 2021
Albert Mitrani
Chief Executive Officer
Organicell Regenerative Medicine, Inc.
4045 Sheridan Avenue, Suite 239
Miami Beach, FL 33140
Re:Organicell Regenerative Medicine, Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed December 15, 2021
File No. 333-257899
Dear Mr. Mitrani:
            We have reviewed your amended registration statement and have the following
comments.  In some of our comments, we may ask you to provide us with information so we
may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.  Unless we note
otherwise, our references to prior comments are to comments in our July 21, 2021, letter.
Form S-1/A filed December 15, 2021
Executive Compensation, page 59
1.Please update your executive compensation disclosure to provide the information called
for by Item 402 of Regulation S-K with respect to your last fiscal year ended October 31,
2021.

 FirstName LastNameAlbert Mitrani
 Comapany NameOrganicell Regenerative Medicine, Inc.
 December 23, 2021 Page 2
 FirstName LastName
Albert Mitrani
Organicell Regenerative Medicine, Inc.
December 23, 2021
Page 2
            Please contact Jennifer Angelini at 202-551-3047 or Sergio Chinos at 202-551-7844 with
any questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Dale S. Bergman

CORRESP
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Organicell Regenerative Medicine, Inc.

4045 Sheridan Avenue, Suite 239

Miami Beach, FL 33140

December 14, 2021

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 “F” Street, N.E.

Washington, D.C. 20549-3629

Re: Organicell Regenerative Medicine, Inc. (the Company”)

Registration Statement on Form S-1

Filed July 14, 2021

File No. 333-257899

Ladies and Gentlemen:

In response to the Staff’s comment
letter dated July 21, 2021 (the “Letter”), the Company hereby files Amendment No. 1 to the Registration Statement on
Form S-1.

The following sets forth the Company’s
response to the comment set forth in the Letter. For your convenience, the response to the comment follows the comment itself.

Registration Statement on Form S-1

General

Comment:

 1. We note that your shares are quoted on the OTC Pink marketplace.
Please be advised that an at-the-market resale offering under Rule 415 is not available for registrants quoted on the OTC Pink marketplace.	To
sell shares at market prices, we require an existing trading market for those shares, and we do not consider the OTC Pink to be such
a market for purposes of satisfying Item 501(b)(3) of Regulation S-K. Please revise your prospectus to set a fixed price at which the
selling shareholders will offer and sell their shares for the duration of the offering. Please make the appropriate revisions on the
front cover page of the prospectus and plan of distribution section.

Response:

We respectfully call the
Staff’s attention to the fact that the Company’s common stock has been quoted on the OTCQB tier of the
over-the-counter-market maintained by OTC Markets Group, Inc. since November 9, 2021. Accordingly, the within filing revises the
Registration Statement to give effect to the foregoing, as well as to provide all required financial and narrative updates.

If you have any further questions or
comments, kindly contact the undersigned at (310) 200-9741 or our counsel, Dale S. Bergman, Esq. at (305) 495-4157.

Very truly yours,

ORGANICELL REGENERATIVE MEDICINE, INC.

    By:
    /s/ Ian Bothwell

    Ian Bothwell, Chief Financial Officer

United States securities and exchange commission logo
July 21, 2021
Albert Mitrani
Chief Executive Officer
Organicell Regenerative Medicine, Inc.
4045 Sheridan Avenue, Suite 239
Miami Beach, FL 33140
Re:Organicell Regenerative Medicine, Inc.
Registration Statement on Form S-1
Filed July 14, 2021
File No. 333-257899
Dear Mr. Mitrani:
            We have limited our review of your registration statement to those issues we have
addressed in our comments.  In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
            Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-1
General
1.We note that your shares are quoted on the OTC Pink marketplace.  Please be advised that
an at-the-market resale offering under Rule 415 is not available for registrants quoted on
the OTC Pink marketplace.  To sell shares at market prices, we require an existing trading
market for those shares, and we do not consider the OTC Pink to be such a market for
purposes of satisfying Item 501(b)(3) of Regulation S-K.  Please revise your prospectus to
set a fixed price at which the selling shareholders will offer and sell their shares for the
duration of the offering.  Please make the appropriate revisions on the front cover page of
the prospectus and plan of distribution section.

 FirstName LastNameAlbert Mitrani
 Comapany NameOrganicell Regenerative Medicine, Inc.
 July 21, 2021 Page 2
 FirstName LastName
Albert Mitrani
Organicell Regenerative Medicine, Inc.
July 21, 2021
Page 2
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
            Refer to Rules 460 and 461 regarding requests for acceleration.  Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
            Please contact Jennifer Angelini at 202-551-3047 or Sergio Chinos at 202-551-7844 if
you have questions.
Sincerely,
Division of Corporation Finance
Office of Manufacturing
cc:       Dale S. Bergman

CORRECTED
        July 15 , 2014

Via E-Mail
Mr. John Goodhew
Chief  Executive Officer
Bespoke Tricycles , Inc.
145-147 St. John Street
London, United Kingdom EC1V 4PW

Re: Bespoke Tricycles , Inc.
 Form 10 -Q for the quarter ended April 30, 2014
Filed June 23, 2014
 File No.  000-55008

Dear  Mr. Goodhew :

We have completed our review of your filing.  We remind you that our comments or
changes to disclosure in response to our comments do not foreclose the Commission from taking
any action with respect to the company or the filings and the company may not assert staff
comments as a defense in any proceeding initiated by the Commission or any person under the
federal securities laws of the United States.  We urge all persons who are responsible for the
accuracy and adequacy of the disclosure in the filings to be certain that the filings include the
information the Securities Exchange Act of 1934 and all applicable rules require.

Sincerely,

        /s/ Lyn Shenk for

Linda Cvrkel
Branch Chief

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BESPOKE CORRESPONDENCE 07/03/14

  Bespoke Tricycles, Inc.

 145-147 St. John Street

 London, United Kingdom

 July 7, 2014

 Via EDGAR

 United States Securities and Exchange Commission

 100 F Street, N.E. Mailstop 3561

 Washington D.C., 20549-7010

 Attention:  Linda Cvrkel

 Re:

 Bespoke Tricycles, Inc.

 Form 10-Q for the quarter ended April 30, 2014

 Filed June 23, 2014

 File No. 000-55008

 Dear Ms. Cvkrel:

 I write on behalf of Bespoke Tricycles, Inc., (the “Company”) in response to Staff’s letter of June 25, 2014, by Linda Cvrkel, Branch Chief of the United States Securities and Exchange Commission (the “Commission”) regarding the above-referenced 10-Q for the quarter ended April 30, 2014, filed June 23, 2014, (the Comment Letter”).

 Paragraph numbering used for each response corresponds to the numbering used in the Comment letter.

 FORM 10-Q FOR THE QUARTER ENDED APRIL 30, 2014

 NOTE 8. RESTATEMENT, PAGE F-8

 1. We note from your disclosure that you have restated beginning balances for April 30, 2014 and similarly, your beginning balances for January 31, 2014 to correct errors in your accounting related to recording transactions in British pound sterling beginning November 1, 2012 to your reporting current in US dollar. Please be advised you are required to file a current report on Form 8-K when the Board of Directors (or its alternative) concludes that any previously issued quarterly (or annual) financial statements should no longer be relied upon because of an error in the financial statements. In this regard, we note that no Form 8-Ks have been filed by the company to date. Please file the requisite Form 8-K which includes the following:

 §

 Date of the conclusion regarding nonreliance;

 §

 Financial statement years and periods that should no longer be relied upon;

 §

 Brief description of the facts underlying the conclusion; and

 §

 Statement of whether the audit committee (or its alternative) discussed the matter with the company’s independent accountant.

 Please confirm your understanding of this matter in your next response to us. Refer to the guidance outlined in Item 4.02 of Form 8-K.

 In response to this comment, the Company filed the 8-K under Item 4.02 with the above information as requested.

 2. Furthermore, in light of the time that has lapsed since the errors were discovered we believe you should file an amended Form 10-Q for the quarter ended July 31, 2013 to include the restated financial information as soon as practicable. Such information should be reported on a timely basis. Please confirm your understanding of this matter and advise us of when the amended Form 10-Q will be filed.

 In response to this comment, the Company will filed an amended 10-Q for the quarter ended July 31, 2013, and anticipates doing so in the next 30 days.

 In response to this comment, the Company

 The company acknowledging that:

 §

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 §

 staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and

 §

 the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

 Sincerely,

 John Goodhew

June 25 , 2014

Via E-Mail
Mr. John Goodhew
Chief  Executive Officer
Bespoke Tricycles , Inc.
145-147 St. John Street
London, United Kingdom EC1V 4PW

Re: Bespoke Tricycles , Inc.
 Form 10 -Q for the quarter ended April 30, 2014
Filed June 23, 2014
 File No.  000-55008

Dear  Mr. Goodhew :

We have reviewed your filing  and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing the information you provide in response to these  comments, we may
have additional comments.

Form 10 -Q for the quarter ended April 30, 2014
Note 8.  Restatement, page F -8

1. We note from your disclosure that you have restated beginning balances for April 30,
2014 and similarly, your beginning balances for January 31, 2014 to correct errors in
your accounting related to recording transactions in British pound sterling beginning
November 1, 2012 to your reporting current in US dollar.  Please be advised you  are
required  to file a current report on Form 8 -K when the Board of Directors  (or its
alternative)  concludes that any previously issued quarterly (or annual) financial
statements should no longer be relied upon because of an error in the financial
statements.  In this regard, w e note that no Form 8 -Ks have been filed by the company  to
date.  P lease file the requisite  Form 8 -K which includes the following:

 Date of the conclusion regarding nonreliance;

Mr. John Goodhew
Bespoke Tricycles , Inc.
June 25 , 2014
Page 2

  Financial statement years and periods that should no longer be relied upon;
 Brief description of the facts underlying the conclusion; and
 Statement of whether the audit committee (or its alternative) discussed the matter with
the company’s independent accountan t.

Please confirm your understanding of this matter in your next response to us.   Refer to the
guidance outline d in Item 4.02 of Form 8 -K.

2. Furthermore, in light of the time that has lapsed since the errors were discovered we
believe you should file an amended Form 10 -Q for the quarter ended July 31, 2013 to
include the restated financial information as soon as practicable.  Such information
should be reported  on a timely basis.  Please confirm your understanding of this matter
and advise us of when the amended Form 10 -Q will be filed.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the  filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require .  Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accura cy
and adequacy of the disclosures they have made.

In connection with responding to our comments, please p rovide, in writing, a statement
from the company acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in  the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws of the United States.

You may contact Effie Simpson at (202) 551 -3346 , or in her absence, Jean Yu  at (202)
551-3305  if you have questions regarding comments on the financial statements and related
matters.  Please contact the undersigned at (202) 551 -3750  with any other questions.

Sincerely,

 /s/ Linda Cvrkel

Linda Cvrkel
Branch Chief

CORRESP
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Bespoke
Tricycles Inc.

November 7, 2012

THE UNITED STATES SECURITIES

AND EXCHANGE COMMISSION

Attn: Mr. Max A. Web

Division of Corporation Finance

Mail Stop 7010

100 F. Street NE

Washington, D.C. 20549-7010

Re:  Bespoke
Tricycles Inc.

Registration Statement on Form S-1

File No. 333-183710

Dear Mr. Web:

Pursuant to Rule 461 under the Securities Act
of 1933, as amended, Bespoke Tricycles Inc. (the “Company”) hereby requests acceleration of the effective date of its
Amended Registration Statement on Form S-1/A to 4:00 PM Eastern Standard Time on November 12, 2012, or as soon thereafter as is
practicable.

The Company acknowledges the following:

Should the Commission or the staff, acting pursuant to delegated authority,
declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

The action of the Commission or the staff, acting pursuant to delegated
authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy
of the disclosure in the filing; and

The Company may not assert staff comments and the declaration of effectiveness
as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Thank you for your assistance. Please call
with any questions.

Bespoke Tricycles Inc.

By:

/s/ John Goodnew

John Goodhew

Chief Executive Officer

145-147 St. John Street

London, United Kingdom, , EC1V 4PW- Phone: 442030867401

October 22 , 201 2

Via E -mail
John Goodhew
President and Chief Executive Officer
Bespoke Tricycles Inc.
145-147 St. John Street
London, United Kingdom EC1V 4PW

Re: Bespoke Tricycles Inc.
Amendment No. 1 to Registration Statement on Form S-1
Filed October 11 , 2012
File No. 333 -183710

Dear Mr. Goodhew :

We have reviewed your responses to the comments in our letter dated September 26,
2012 and have the following additional comment s.

Because our offering will be conducted on a best efforts basis, page 7

1. We note your response to our prior comment 8.  Please expand your disclosure in this
risk factor to discuss in greater detail the risks related to the fact that there will be “no
minim um” amount that must be raised for your best efforts offering.  For example, given
your need for significant additional financing, it would appear that your right to retain
investment proceeds regardless of the amount raised in the offering may result in  greater
risks  for investors  if you cannot raise enough funds to proceed  with your business plans.

We will incur increased costs and our management will face increased demands, page 11

2. We note your response to our prior comment 12.  Please revise to also d isclose an
estimate of the additional costs you expect to incur as a public company .

Description of Business, page 23

3. We note your response to our prior comment 14 and reissue in part.  Please revise your
disclosure to provide a basis for the follow assertions or beliefs in this section, or revise
to remove the relevant statements:

 Page 25: Your tricycles are ideal for a large number of people currently wishing
to start their own small business.

John Goodhew
Bespoke Tricycles Inc.
October 22 , 2012
Page 2

  Page 25: In the current economic environment more and m ore people are setting
up their own small scale businesses.

Management’s Discussion and Analysis of Financial Condition, page 32

Our Plan for the Next 12 Months , page 32

4. We note response to our prior comment 23 and reissue in part.  Please expand your
disclosure to provide a detailed timeline for each of the steps you intend to take over the
next twelve months as part of your business plan.  Please also revise to provide a  clearer
understanding of your budget for each of the steps you plan to take as part of your
business plan, and how this budget reconciles with  the disclosure in your Use of Proceeds
section on page 15.

We urge all persons who are responsible for the accu racy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 1933 and
all applicable Securities Act rules require.  Since the company and its management are in
possession of all facts relati ng to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

You may contact Effie Simpson at (202) 551 -3346  or Linda Cvrkel  at (202) 551 -3813 if
you have questions regarding comments on the financial statements and related matters.  Please
contact John Stickel  at (202) 551 -3324 or me at (202) 551 -3750  with any other questions.

        Sincerely,

        /s/ Max A. Webb

Max A. Webb
Assistant Director

cc: Scott Doney , Esq.

September 26, 201 2

Via E -mail
John Goodhew
President and Chief Executive Officer
Bespoke Tricycles Inc.
145-147 St. John Street
London, United Kingdom EC1V 4PW

Re: Bespoke Tricycles Inc.
Registration Statement on Form S-1
Filed September 4 , 2012
File No. 333 -183710

Dear Mr. Goodhew :

We have reviewed your registration statement and have the following comments.  In
some of our comments, we may ask you to provide us with information so  we may better
understand your disclosure.

Please respond to this letter by amending your registration statement and providing the
requested information.  If you do not believe our comments apply to your facts and
circumstances or do not believe an amendm ent is appropriate, please tell us why in your
response.

After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.

General

1. Please revise throughout to  clarify that Mr. Goodhew  is the sole officer and director. We
note references throughout your filing to y our “officers” and “directors.”

2. Since you appear to qualify as an "emerging growth company," as defined in the
Jumpstart Our Business Startups Act, p lease disclose on your prospectus cover page that
you are an emerging growth company and revise your prospectus to:

 Describe how and when a company may lose emerging growth company status;
 Briefly describe the various exemptions that are available to you,  such as exemptions
from Section 404(b) of the Sarbanes -Oxley Act of 2002 and Section 14A(a) and (b)
of the Securities Exchange Act of 1934; and
 State your election under Section 107(b) of the JOBS Act:
o If you have elected to opt out of the extended transi tion period for complying

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 2

 with new or revised accounting standards pursuant to Section 107(b), include
a statement that the election is irrevocable; or
o If you have elected to use the extended transition period for complying with
new or revised accounting s tandards under Section 102(b)(1), provide a risk
factor explaining that this election allows you to delay the adoption of new or
revised accounting standards that have different effective dates for public and
private companies until those standards apply t o private companies.  Please
state in your risk factor that, as a result of this election, your financial
statements may not be comparable to companies that comply with public
company effective dates.  Include a similar statement in your critical
accountin g policy disclosure.

In addition, consider describing the extent to which any of these exemptions are available
to you as a Smaller Reporting Company.

3. We are unclear whether your operations are conducted in the United Kingdom.   If they
are, please tell us if the independent registered public accounting firm performed the
audit of the Company’s financial statements using its own employees or whether it re lied
on the work of another firm or by using the work of assistants engaged from outside of
the firm.   Please tell us whether the audit of the Company’s financial statements was
completed by personnel from the firm Silberstein Ungar, PLLC or by using the w ork of
other auditors or outside assistants. Furthermore, if the audit was completed using the
work of other auditors or outside assistants, please explain how the independent
registered accounting firm complied with the guidance outlined in Staff Audit Pr actice
Alert No. 6 issued by the Public Company Accounting Oversight Board on July 12, 2010.
We may have further comment upon reviewing your response.

Summary , page 5
4. Please provide a brief description of your vending tricycles in the summary so investors  can
have a better understanding of the use and purpose of your product.

5. Please revise to include your revenues and net  income  as of the most recent audited period
and interim stub.  In addition, disclose your monthly "burn rate," how long your present
capital will last at that rate, and an estimate of the amount of funds needed to accomplish
your business goals.  Please also disclose your current cash balance on hand as of the most
recent practicable date and update that with any subsequent amendment.

The Offering, page 6

6. Please revise to clarify here and throughout that there is no guarantee that your common
stock will ever be quoted on the OTC Bulletin Board.

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 3

 Risk Factors, page 7

7. We note your disclosure that the “risks and uncertainties describe d below are not the only
ones that impact on our operation and business.”  Please revise this section to clarify that
you have discussed all known material risks.

8. Please include appropriate risk factor disclosure regarding conducting a best efforts
offeri ng with no minimum as a company in need of significant  additional financing , and
also discuss and quantify the amount of additional funds your require to develop your
business.

9. Please revise to add risk factors that discuss the risks of having a sole director and officer,
including the risk that, because your sole executive officer occupies all corporate
positions, it may not be possible to have adequate internal controls and that, because the
sole director and officer will determine his salary and per quisites, you may not have
funds available for  net income or explain why such risk factors are not necessary.

10. Please revise the first risk factor on page eight to add a bullet for the risk/need to secure
adequate financing to accomplish the items listed in the other bullets.

11. Consistent  with your disclosure on pages F -7 and 34, please add a risk factor to discuss
the other business activities of your sole officer and director, Mr. Goodhew , and the
potential conflict of interests that exists in relation to  those other activities. Please also
revise to disclose the approximate average number of hours Mr. Goodhew devotes to
your business each week, and add comparable disclosure to the biographic description on
page 34 .

12. Please revise to add risk factors that discuss the additional costs you expect to incur as a
public company  and address any risk of the ability of your company to absorb such costs.

Our officers have no experience in managing a public company, page 11

13. Please revise to remove the word "substan tial" to describe your officer's business
experience, as such marketing language should not be contained in the prospectus.

Description of Business, page 23

14. Please revise your disclosure to provide a basis for the follow assertions or beliefs in this
section, or revise to remove the relevant statements:

 Page 24: The d emand for your products has often outstripped supply.
 Page 24: Your competitors are not able to deliver their tricycles abroad without
incurring substantial shipping charges, and businesses or individuals are unable to
purchase such tricycles due to the cost of delivery.
 Page 25: Your tricycles have proved very popular amongst entrepreneurs.

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 4

  Page 25  and 28 : Your tricycles are significantly cheaper than other competitors.
 Page 25: The popularity of your tricycles is increasing.
 Page 25: Your tricycles are ideal for a large number of people currently wishing
to start their own small business.
 Page 25: In the current economic environment more and more people are setting
up their own small  scale businesses.
 Page 26: DHL has expressed interest in the advantages of tricycles and UPS has
started to use more and more tricycles.
 Page 27:  The growth in the number of couriers/small businesses that are using
tricycles to deliver parcels/goods in ef forts to curb global emissions.

15. Please revise to disclose the aggregate number of tricycles you have sold.

16. Please revise to remove the phrase "top quality " to describe your tricycles, as such
marketing language should not be contained in the prospectus.

17. Please revise to remove the images of tricycles produced by your competitors. Also
remove the narrative test about entities using your competitor’s triangles.

18. Please revise page 27 to discuss and quantify the anticipated costs of developing a
premiere we bsite containing  the features you reference.   Please also reconcile your
disclosure on page 28 that you intend to develop your own website, with your disclosure
on page 25 that you already have a website.

Financial Statements as of October 31, 2011 and 20 10 and for the years ended October 31, 2011
and 2010

19. Please explain why the Company had results of operations for the year ended October 31,
2010 but no cash flows for this period and no assets, liabilities or equity as of October 31,
2010.

20. Your financia l statements should be updated, as necessary, to comply with Rule 8 -08 of
Regulation S -X at the effective date of the registration statement.

21. Please provide a currently dated consent from the independent public accountant in any
future amendments to the S -1 registration statement.

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 5

 Management’s Discussion and Analysis of Financial Condition, page 32

Our Plan for the Next 12 Months , page 32

22. Please significantly revise to provide investors with a detailed description of your
business plans.  In this regard, please expand your disclosure by providing a more
detailed discussion of the real costs and timelines you face in reaching your goal s.  For
example, please describe  in greater detail:  (a) the type of facility you hope to lease, where
you expect it will be located, and how you plan to conduct your search for such facility;
(b) the type of machinery, equipment and supplies you intend to purchase in an effort to
increase  production and whether you have identified suppliers for such items; (c) the type
of employees you hope to hire, how you intend to search for qualified applicants, whether
you believe training will be necessary and if so how you intend to provide it, and how the
new employees  will fit into your team; (d) your plans for setting up and online shop  and
how it will fit into your overall sales and marketing strategy ; and (e) the identity of your
target market and your plan  for reach this market.   In addition , please provide a timeline
and budget for each of the steps you intend to take as part of your business plan .

23. Please expand your disclosure to discuss the international markets you hope to establish
your brand and company within and provide a detailed disc ussion of your plan for
targeting, reaching and servicing such markets .

Results of Operations for the Six and and Three Months Ended April 30, 2012 and 2011, page 32

24. Please note that Management’s Discussion and Analysis of Results of Operations should
cover all periods presented in the financial statements.   Currently, the only period
addressed is the interim period ended April 30, 2012.   Please revise to discuss your
results of operations for the years ended October 31, 2011 and 2010.

25. Furthermore, you r discussion of results of operations merely reiterates what is in the
financial statements.   This section is supposed to analyze the fluctuations for each line
item from period to period and explain the facts or circumstances responsible for changes
in the Company’s revenues and expenses for the periods presented. Please revise your
MD&A discussion accordingly.

Liquidity and Capital Resources, page 33

26. Please revise your discussion of your cash provided by and used by operating and
financing activities to  discuss the periods presented in your audited statements of cash
flows ( i.e., the years ended October 31, 2011 and 2010) rather than the period from
August 8, 2011 through April 30, 2012.

27. We note the disclosure that you have "outlined above" your plan to spend approximately
$200,000 toward the initial implementation of your business plan during the first fiscal

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 6

 year, but are unable to locate such disclosure in the earlier part of the MD&A.  Please
revise accordingly.

Going Concern , page 33

28. If true, please revise to clarify that there are no written commitments for Mr. Goodhew to
provide additional loans and that there is no guarantee  that funds will be made available
by Mr. Goodhew  even if you are in need of additional financing.

Directors and  Executive Officers , page 34

29. Please revise to disclose the name of the London school that employs Mr. Goodhew as a
teacher and clarify if he serves in a ful l-time capacity in this position .

30. Please clarify whether Mr. Goodhew is still involved with the business of providing
mobile gyms and also provide a brief description of the Unlimited Award and its
applicability to that business.

Certain Relationships and Related Transactions, page 38

31. It appears from your disclosure on page F -15 that Mr. Goodhew provides office space to
you at no cost.  Please disclose your rent arrangement in this section.

Item 13.  Other Expenses of I ssuance and Distribution, page 40

32. Please revise to remove the language referencing selling shareholders or advise.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 1933 and
all applicable Securities Act rules require.  Since the company and its management are in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Notwithstanding our comments, in the event you request acceleration of the effective date
of the pending registration statement please provide a written statement from the company
acknowledging that:

 should the Commission or the staff, acting pursuant to delegated authority, declare the
filing effective, it does not foreclose the Commissi on from taking any action with respect
to the filing;

 the action of the Commission or the staff, acting pursuant to delegated authority, in
declaring the filing effective, does not relieve the company from its full responsibility for
the adequacy and acc uracy of the disclosure in the filing; and

John Goodhew
Bespoke Tricycles Inc.
September 26 , 201 2
Page 7

  the company may not assert staff comments and the declaration of effectiveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Please refer to Rules 460 and 461 regarding requests for acceleration.  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their  respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the securities specified in the above registration statement.  Please allow
adequate time for us to revi ew any amendment prior to the requested effective date of the
registration statement.

You may contact Effie Simpson at (202) 551 -3346  or Linda Cvrkel  at (202) 551 -3813 if
you have questions regarding comments on the financial statements and related m atters.  Please
contact John Stickel  at (202) 551 -3324 or me at (202) 551 -3750  with any other questions.

        Sincerely,

        /s/ Max A. Webb

Max A. Webb
Assistant Director

cc: Scott Doney , Esq.