Mail Stop 3561


May 1, 2006



George I. Norman, III, President
LILM, Inc.
1390 South 1100 East   #204
Salt Lake City, Utah  84105-2463

             RE:  LILM, Inc.  ("the company")
                     Registration Statement on
                     Form 10-SB
                     Filed March 30, 2006
                     File No.  0-51872

Dear Mr. Norman:

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.

Item 1.  Description of Business

Business Development
History, page 3

1. Clarify the history of the company.  We note that LILM was
organized in 1999, but note disclosure in the last paragraph of
the
section, Marketing, that "...approximately 3,500 units were sold
during the period from 1992 through 1994."  We further note in the
Risk Factors section, "[A]lthough the Company was incorporated in
1999, it has a limited operating history..."   Please revise as
necessary to provide a clear and concise chronology of the company
and its subsidiary to make the disclosure consistent and
understandable to a potential investor.
2. In the second paragraph, you refer to "plastic porcelain" as
the
material used in the manufacture of the training device.  We also
note your statement that the urinal is constructed of white
polyethylene plastic.  Revise to clarify the material used to
manufacture the training device.  We may have further comment.
3. With regard to the last statement in paragraph three (3),
please
explain the significance to the company of incorporating in Utah.
4. In the last paragraph of this section, disclose the amount of
the
royalty payments made to Mr. McKiney as of March 31, 2006.


Initial Public Offering, page 3
5. Please revise this heading and also the reference to the
company`s
initial public offering in the opening sentence of this section,
inasmuch as the offering you are referring to was not a public
offering.  You claimed an exemption from registration under the
Securities Act of 1933 by relying upon Rule 504.
6. Further, please delete any further references to the company`s
"initial public offering".  We note that term is used in the
Management`s Discussion and Analysis or Plan of Operation section
and
elsewhere.  Please revise throughout.
7. We note that 763,750 shares were purchased by 59 investors.
Supplementally provide us with the identity of those individuals
and
state how those investors were contacted about the company`s stock
offering and their relationship, if any, to the company or its
management.  Disclose who conducted the offering.  How long were
the
shares offered?  We may have further comment.
8. Please revise to clarify your statement that "the company
anticipates that it will continue to file such reports,
notwithstanding the fact that, in the future, it may not otherwise
be
required to file such reports based on the criteria set forth
under
Section 12(g) of the Exchange Act."



Production, page 4

9. Disclose any material terms associated with the arrangement
with
Blow Mold Products.  File the executed agreement as an exhibit to
the
registration statement as required by Item 601(b) of Regulation S-
B.
10. The fact that the company`s sole product is being produced
only
by Blow Mold Products could be a potential risk in the event that
manufacturer could no longer produce the units for the company.
If
true, this should be considered as another risk factor.  Could
another company easily take over the process without a lengthy
delay
in production?  Do you have other possible manufacturers that
could
take over?
11. It is noted that the company uses a subcontractor to
manufacture
the stands.  Please identify the subcontractor and state the terms
of
the agreement between the company and the subcontractor.  File the
agreement as an exhibit to the registration statement.
12. Disclose what company "shrink wraps" the finished product.
Also,
is special equipment used for this?   Does the manufacturer
perform
this function?
13. Briefly explain the significance of "an industry recyclable
rating of 2".
14. State the duration of the company`s guarantee against defects
in
materials and workmanship.  Also, disclose what the guarantee
entails
for a purchaser of the product.  Also, indicate, if material,
whether
the company has had to "make good" on its guarantee in the past.


Marketing, page 5
15. In the initial paragraph, please clarify what makes this
product
"unique" from other similar products on the market.
16. The final sentence of the first paragraph appears promotional
and
should be revised to provide the basis for the noted assertion or
deleted.
17. Identify the third party representative referred to in the
second
paragraph of this section.
18. Disclose the dollar amount of sales to Japan, Australia, and
England as of a recent date and disclose the date.


Competition, page 5
19. Revise to provide the basis for your statement that "there is
one
other free standing urinal ... but its price point and production
costs far exceed the LiL Marc ...."

20. We note you assume that most of these companies are larger
with
longer histories of operation and greater financial and personnel
resources.  Revise to state the competitive conditions in the
industry.  Indicate the company`s competitive position in the
industry and state the principal methods of competition.


Patents and Trademarks, page 6
21. We note that the design patent on the Lil Marc expired July
16,
2005 and that the company has not applied for a new patent.  The
potential risk to the company of not having a patent on the Lil
Marc,
the company`s only product, should be addressed and another risk
factor added.


 Employees and Compensation, page 7
22. Please clarify in the penultimate paragraph that there is no
assurance of when, if ever, the company`s sales will exceed 500
units
per month.


Facilities, page 7
23. Briefly clarify the reference to "on a shared arrangement".


Item 2.  Management`s Discussion and Analysis or Plan of
Operation,
page 10
24. Please revise to indicate the amount of proceeds raised in
your
Rule 504 offering.
25. In paragraph two (2), there is a reference to "advances from a
stockholder of the Company".  Please identify the stockholder,
disclose the aggregate amount of those advances to date and state
whether or not there is an agreement, written or verbal, for the
company to return those funds at a later date, and disclose any
other
material provisions of any agreement or arrangement.  Any written
agreement should be filed as an exhibit to the registration
statement.
26. We note that the company believes that it will need
approximately
$20,000 over the next 12 months to fund its operations and that
those
funds "...will most likely be provided by revenues..." (emphasis
added)  Please provide the basis for that statement or delete it.
27. We further note that if the company is unable to generate
those
funds that it may need to "...rely on funds from directors and/or
stockholders in the future."  Please disclose any definitive
plans,
arrangements or understandings in this regard.  If none presently
exist, please add a statement to that effect.
28. State whether or not the company has any other potential
sources
of funds available to it, such as line(s) of credit from a
financial
institution(s), etc.


Results of Operations, page 10
29. In the initial paragraph, you mention the termination of a
marketing agreement in 2005.  In another appropriate section,
please
provide details concerning the agreement and disclose the reason
for
the company`s terminating such arrangement.  We further note under
the Plan of Operation section, "...the Company will actively
pursue
expanded marketing activities for its baby products business."
How
will this marketing strategy differ from the previous one?
30. Revise to identify the marketer who terminated the marketing
agreement with the company.  Also indicate when the marketing
agreement was terminated.


Liquidity and Capital Resources, page 11
31. Disclose the company`s amount of working capital.


Plan of Operation, page 11
32. You refer to "...the Company`s products" (emphasis added).
Inasmuch as the company only has one product to date, the Lil
Marc,
and there does not appear to be any definitive plans to add
products
to its line, please revise accordingly.  If otherwise, appropriate
disclosure should be added to describe any new products that are
planned or that are being developed at this time.  We may have
further comment.
33. In the second paragraph, you state that the company`s
"immediate"
plan for marketing is through the Internet and "other
advertising".
Please specify those means of advertising.
34. It is also mentioned that the company plans to explore
"alternative marketing methods."  Please briefly explain.

35. Add a milestones section to discuss in detail the steps needed
to
enhance your Internet website, build a customer base and attain
your
goals in your plan of operations for the next 12 months.  Include
a
discussion of the milestones you need to achieve and the specific
steps needed to accomplish each milestone.  Also provide a
timeline
for reaching each milestone in weeks or months.  In your
discussion,
provide a detailed analysis of the costs of each step and how you
intend to finance the milestones.  Address the status of your
efforts
to accomplish these milestones.  We may have further comment.


Description of Property, page 15
36. Please revise to provide the disclosure required by Item 102
of
Regulation S-B.  Clarify whether you lease the executive offices
at
1390 South 1100 East #204, Salt Lake City, Utah.  If you lease the
offices then describe the material terms of the lease.


Item 4.  Security Ownership of Certain Beneficial Owners..., page
15
37. We note your statement "The following table sets forth
information, to the best of the company`s knowledge ...."
(emphasis
added)  Your qualification of the beneficial ownership information
is
too broad.  Revise as appropriate.
38. Please state the nature of business conducted by Alewine
Limited
Liability Company.


Item 5.  Directors, Executive Officers..., page 15
39. In the biographical profile for George Norman, please provide
a
brief description to identify the business of Com Vest Capital
Partners LLC, Mr. Norman`s position or relationship with that
entity,
any relationship or affiliation between Com Vest and this company,
or
any other material information.
40. For each officer and director, please describe all employment
during the past five years.  See Item 401(a)(4) of Regulation S-B.
In the description, please include the name and business of the
person`s employer, beginning and ending dates of employment
including
month and year, and describe the positions held.


Executive Compensation, page 17
41. Revise the introductory paragraph to indicate that the
compensation discussion addresses all compensation awarded to,
earned
by, or paid to the company`s named executive officers for the
fiscal
year ended December 31, 2005.


Certain Relationships and Related Transactions, page 17
42. Please revise to address in detail the transactions whereby
Mr.
Norman sold his controlling interest in Lil Marc to Com Vest and
where Mr. Norman purchased the 100% interest in LILM, Inc. from
Lil
Marc.
43. In the May, 2000 transaction whereby Mr. Norman sold his
controlling interest in Lil Marc to Com Vest, please explain the
business reason(s) for this, the number of shares sold, disclose
the
dollar amount received by Mr. Norman.
44. Disclose the date Mr. Norman purchased the 100% interest in
LILM,
Inc. from Lil Marc, the amount paid, and the business reason for
this
transaction.
45. We note your statement that Alewine owns 800,000 and Mr. Bean
owns 20,000 shares.  Please revise to indicate Alewine and Mr.
Bean`s
relationship to the company, the amount paid for the shares and
the
date of the transactions.


Part II.

Item 1.  Market Price of and Dividends on the Registrant`s Common
Stock... page 18
46. We note, "[B]ecause there has been only a limited public
trading
market for the Company`s securities, no trading history is
presented
herein." (emphasis added.)  Supplementally, please provide the
staff
with a list of all transactions involving the company`s shares,
including the dates, amounts of shares sold, and price per share
of
each transaction.
47. In the sixth (6th) paragraph, it is disclosed that the
proceeds
from the sale of 763,750 shares of company stock was $50,000 but
in
the Description of Business section and elsewhere, the amount
shown
is $61,100.  Please revise as appropriate to make the disclosure
consistent.
48. On page 19 you disclose gross proceeds of $50,000 from the
offering of 763,750 shares of common stock.  This amount does not
appear to agree to the statement of changes in stockholders`
equity.
Please clarify and revise as necessary.


Item 4.  Recent Sales of Unregistered Securities, page 20
49. Please revise to disclose each transaction involving the
unregistered sale of the company`s shares.  We note the sale of
763,750 shares in this regard.  Please refer to the disclosure
requirements of Item 701 of Regulation S-B and fully comply.
50.  Disclose the identity of the persons or class of persons to
whom
the company sold the securities.  See Item 701(b) of Regulation S-
B.
51. Disclose the facts relied upon to make the exemption claimed
available.  See Item 701(d) of Regulation S-B.


Financial Statements

Financial Statements, page F-1
52. Please ensure the financial statements are updated as required
by
Item 310(g) of Regulation S-B.

Note 1.  Organization, page F-6
53. LILM, Inc. was organized to continue with the product
development
and sales of the "Lil Marc" training urinal previously done by Lil
Marc, Inc.  As such, it appears the financial statements of LILM
should reflect the historical operations of the predecessor since
its
inception in 1997.  Please revise accordingly or explain why the
accumulated deficit and cumulative financial statements do not
reflect the operation of the business, including the performance
of
the predecessor.


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.  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.

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

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff 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.

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 our review of your filing or in response to
our comments on your filing.

 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
provides 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.

You may contact Raquel Howard at (202) 551-3291 if you have any
questions regarding the financial statements and related matters.
Please contact Janice McGuirk at (202) 551-3395 with any other
questions.


Sincerely,




John Reynolds

Assistant Director


cc:  Leonard Neilson, Esq.
       via fax (801) 733-0808