Mail Stop 3561


November 23, 2005

Glen Landry, President
Elite Cosmetics, Inc.
107 St. Patrick`s Street
Donaldsonville, LA  70346


     RE:  Elite Cosmetics, Inc. ("the company")
             Amendment No. 2 to Registration Statement on
             Form SB-2
             Filed October 18, 2005
             File No.  333-126667


Dear Mr. Landry:

We have reviewed your amended 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.


Summary Financial Data, page 1

1. Please revise your table to include summary financial data from
your statements of operations for the three and nine months ending
July 31, 2005.  Also, please include loss per share data for each
period presented (excluding loss per share data for the period
from
August 19, 2004 (inception) to July 31, 2005, as loss per share
should not be presented as a cumulative measure).


Glen Landry
Elite Cosmetics, Inc.
November 23, 2005
Page 2.


Plan of Operations, page 14

2. Where appropriate, please update the time frame for your steps
given that it is now November, 2005.

General

3. Please review for mathematical and typographical errors to
ensure
all amounts within the registration statement reconcile, or agree,
to
the financial statements provided.  For example:

* In the summary financial data presented, under the about our
company section on page one, $880,338 is shown as the total
operating
expenses.  This is inconsistent with the $880,117 shown on the
condensed statement of operations, page F-2.

* In the same section as noted above, the total assets presented
do
not reconcile to the condensed balance sheet, page F-1.

* Shares issued and outstanding as presented on your July 31, 2005
condensed balance sheet, page F-1, of 28,700,000 do not reconcile
with the total shares of common stock shown on the condensed
statements of stockholder`s deficiency, of 28,870,000, on page F-
3.

* Interest as disclosed on page 15 on the related party loan from
Glen Landry of prime rate plus one percent is inconsistent with
the
3% rate disclosed in Note 5 (F-8) of the July 31, 2005 interim
financial statements.  We note that the prime rate has not been 2%
since the inception of the company.


Financial Statements for the nine months ended July 31, 2005

Condensed Balance Sheet, F-1

4. We noted from your disclosure on page 10 (Liquidity and Capital
Resources) in your Form 10-QSB/A for the nine months ended July
31,
2005 (filed October 18, 2005) that you have borrowed $73,528
($36,118) from Glen Landry as of July 31, 2005.  This amount does
not
appear to be supported in your financial statements or related
notes.
Please revise or advise.


Glen Landry
Elite Cosmetics, Inc.
November 23, 2005
Page 3.


Condensed Statements of Stockholder`s Deficiency, F-3

5. We noted from your disclosure here and on F-7 (Note 3 -
Stockholder`s Equity) that during 2004 you issued 100,000 shares
of
common stock to your founder for expenses.
6. This disclosure is not consistent with your disclosures on F-13
(statement of stockholder`s equity) and F-17 (Note 8 -
Stockholder`s
Equity) in your audited financial statements from inception
through
October 31, 2004.  Please revise or advise.

Other Regulatory

7. Please update your Exchange Act reports (i.e. Forms 10-QSB,
etc.)
as appropriate in response to the issues raised by the comments
above.
8. Please provide a currently dated consent in any amendment.


Closing Comments

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings reviewed by the staff to be
certain
that they have provided all information investors require for an
informed decision.  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 the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

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;




Glen Landry
Elite Cosmetics, Inc.
November 23, 2005
Page 4.



      and

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

     In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.

     We will consider a written request for acceleration of the
effective date of the registration statement as a 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.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.


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
provide any requested supplemental 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.

 Please contact Blaise Rhodes at (202) 551- 3774 with any
accounting
related questions, and Janice McGuirk at (202) 551-3395 with any
other questions.



Sincerely,




John Reynolds

Assistant Director


Cc:  Gregg Jaclin, Esq.
        Via Fax (732) 577-1188