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October 29, 2009

Mr. H. Christopher Owings

Assistant Director

U.S. Securities and

Exchange Commission

100 F Street, N. E.

Washington, D.C. 20549

Re:       Art Dimensions, Inc. (the Company)

Amendment No 3 to Form S-1 Registration Statement

File Number: 333-153683

Dear Mr Owings;

This is in response to your February 25, 2009 comment letter to the Company. The paragraph numbers in this letter correspond to those in your comment letter.

General

1. Please ensure that you have made consistent revisions throughout your prospectus reflecting the record date and prospectus mailing date. In this regard, we note that you continue to refer to “October XX, 2008” and “March XX, 2009” on pages 13 and 25.

We have revised the registration statement to put in specific record dates and mailing dates.

Summary. page 4

2.  We note your disclosure at the top of page five that an organization named SpyglassInvestment Partnership agreed to provide you a loan of $250,000 evidenced by anunsecured promissory note which is due May 31, 2010. We further note your disclosurein the seventh paragraph under Liquidity and Capital Resources, on page 18 that Spyglass is under no binding obligation to lend money to you. In the interest of clarity regarding the terms of the Spyglass note agreement, here and every other place throughout your filing where you discuss the Spyglass loan, revise your disclosure to clearly state, if true, that Spyglass has no binding obligation to lend you any funds. If otherwise, please revise your disclosure to clearly and consistently discuss and describe, here and every other place throughout your filing, Spyglass’ obligations to lend you money under the terms of the note.

We have made the appropriate revisions.

Mr. H. Christopher Owings

October 29, 2009

Page 2

Risk Factors, page 5

3.  Please remove the mitigating language from the first risk factor on page seven regarding the possibility of a conflict of interest. Specifically, the fifth, sixth and seventh sentences in this paragraph serve to mitigate the materiality of the stated risk.

We have made the appropriate revisions.

4.  Please revise the wording in the last risk factor on page five to state that your auditors have expressed substantial doubt about your ability to continue in business as a going concern. Please also similarly revise this wording in Management’s Discussion and Analysis on page 17 and wherever else it appears throughout the filing.

We have made the appropriate revisions.

Background and Reasons for the Spinoff, page 14

5.  We note your revised disclosure in the third paragraph on page 14 in response to comment nine our February 25, 2009 letter, Please further revise your disclosure to specify the manner in which your officers and directors plan to operate in order to minimize the effects of the conflict of interest with Art Design, Inc. Inthis regard, we note that all of your revenues to date have come from the sale of goods which appears to be in direct conflict with the business of Art Design, but you provide no indication as to how you decided to accomplish this sale through Art Dimensions as opposed to Art Design.

We have made the appropriate revision.

Results of Operations, page 17

6.  You state on page 17 that you have generated revenues of $1 47,611 since inception, and most came from one client. Youthen state that this revenue is from the “one-time sale of a product which has not recurred.” Please discuss how this disclosure is consistent with your disclosure in amendment number two to your Form S-1 which states you had generated $87,861 in revenue as the result of a one-time sale of a product. We also note your indication that “most” of your current revenue is from one client. Please disclose the specific amount of your total revenue that is attributable to the one client.

We have made the appropriate revisions.

Mr. H. Christopher Owings

October 29, 2009

Page 3

7.  Please provide an analysis of your results of operations for each period for which you are required to present financial statements. Specifically:

• Revise to provide a discussion of your results of operations for the period from inception to December 31, 2008; and

• Revise your discussion of results of operations for the six months ended June 30, 2009 to compare these results to the prior year interim period, specifically, the period from inception to June 30, 2008.

We have made the appropriate revisions.

8.  Your discussion of your results of operations should be revised to provide aninvestor with an understanding of the components of your revenues and expensesalong with the reasons for material changes in the various line items in your financial statements between the periods. Your disclosure should quantify this information to the greatest extent possible. For example, you should provide a discussion of why your gross profit on sales is only three point three percent of net sales for the period ended December 3], 2008 and why you have no gross profit on net sales for the period ended June 30, 2009.

We have made the appropriate revisions.

9.  Your disclosure that the major component of general and administrative expenses during the six months ended June 30, 2009 included a one-time charge for your warrant issue is inconsistent with the disclosure in Note 4 to your financial statements which states that all of the warrants were issued during the period from January 29, 2008 (inception) through December 31, 2008 and the compensatory equity issuances expense for 2008 seen on the face of your statements of operations. Please revise to ensure that your disclosures here are consistent with your financial statements.

We have made the appropriate revisions.

Liquidity and Capital Resources. page 18

10.  Please update this discussion to address your new loan with Spyglass and whether the new loan was made under the same terms and in the same amount as the old loan. For example, you state here that the loan is due May 31, 2009 when it would appear that you are referring to the old loan and the new loan is due May 31, 2010- You also state that you have no firm commitment for finding after 2009 when it would appear that you have no firm commitment for funding after 2010.

We have made the appropriate revisions.

Mr. H. Christopher Owings

October 29, 2009

Page 4

11.  We note your response to comment 11 of our February 25, 2009 letter and revision in the eighth paragraph of the Liquidity and Capital Resources section indicating that you do not know when you will be able to generate the level of gross profit needed to be profitable. Considering this statement, please revise the fifth paragraph of this section to further explain your conclusion that you have sufficient capital in the short term “because [you) believe that [you] can attract sufficient product sales and services ... to become profitable in [your] operations.”

We have made the appropriate revisions.

12 .Please provide an analysis of your statements of cash flows for each period for which you are required to present financial statements, Specifically;

· Revise to provide an analysis of your statement of cash flows for the period from inception to December 31, 2008; and

· Revise to provide an analysis of your statement ofcash flows for the six months ended June 30, 2009 as compared to the prior year interim period, specifically, the period from inception to June 30, 2008.

We have made the appropriate revisions.

13.  Please revise to provide a general discussion of your liquidity and capital resources as of June 30, 2009 and December 31, 2008 rather than as of September 30, 2008.

We have made the appropriate revisions.

14. We note your disclosure in the first paragraph on page 18 that you expect operating costs through December 31, 2009 to range between approximately $20,000 and $30,000. We further note that at June 30, 2009 you have current liabilities in excess of both current assets and total assets. Yet you disclose under liquidity and capital resources that you do not anticipate needing to raise additional capital resources in the next twelve months, other than your loan from Spyglass which you describe as due on May 31, 2009 with a possible extension to May 31, 2010- You state that you believe that the combination of revenues and finds, which Spyglass can provide to offset any revenue shortfall, to sustain you at least through May 31, 2009. Additionally, please revise your disclosure to provide, in one location, clear and unambiguous disclosure with respect to your viable plan to continue in existence for the twelve month period after the date of your most recent financial statements or June 30, 2009. This discussion should clearly disclose your ability or inability to generate sufficient cash to continue in existence for at least the next twelve months, including quantifying your expected sources and uses of cash during this period. Refer to Section 607.2 of the Codification of Financial Reporting Releases.

We have made the appropriate revisions. This discussion can be found in the Liquidity and Capital Resources Section.

Mr. H. Christopher Owings

October 29, 2009

Page 5

Financial Condition, page 20

15. You indicate here that management estimates that it will take approximately $20,000 through December 31, 2009 to fund operations. Please reconcile this disclosure with your indication on page 18 that operating costs through December 31, 2009 will range between $30,000 and $20,000 and that you must generate between $40,000 and $55,000 to be profitable; it is not clear why you would need an additional $20,000 to $35,000 in revenues to become profitable.

We have made the appropriate clarifications.

Business

16.  Please revise your business discussion to be consistent with your revised disclosure in the first paragraph on page eight. Specifically, you indicate on page eight that you intend all of your revenues to come from consulting, marketing and representing artists, and that your sale of products is only intended to occur for an interim period. Please ensure that you also reviseany additional relevant sections, such as your discussions on pages 4, 14 and 11. Throughout your filing, wherever you currently state that you provide consulting and services or your business is primarily providing consulting and services, revise your disclosure to clearly state that while you intend to provide consulting and services in the future, your business to date has consisted solely of the sale of goods.

We have made the appropriate revisions.

Certain Relationships and Related Transactions, page 24

17. We reissue comment 12 of our February 25, 2009 letter. We note your revisions on page 24 but it does not appear that you have provided the disclosure required by Item 404(c) of Regulation S-K with respect to your promoters. Please revise and advise us, specifically, where the required disclosure is provided.

We have made the appropriate revisions. The disclosure is in the Certain Relationships and Related Transactions section and in the Risk Factor on page 9.

Mr. H. Christopher Owings

October 29, 2009

Page 6

PLEASE NOTE: THE FOLLOWING RESPONSES REGARDING THE FINANCIAL STATEMENTS HAVE BEEN PROVIDED BY THE COMPANY’S AUDITORS.

Financial Statements, page F-I

General

18.  We note that you are providing unaudited financial statements for the interim period ended June 30, 2009. Please revise these interim period financial statements to provide all periods required by Rule 8-03 of Regulation S-X. Specifically, you should provide a statement of operations and a statement of cash flows for the comparable period of the preceding fiscal year.

Comment complied with. See additional June 30, 2008 columns added to Statements of Operations and Cash Flows.

Statements of Stockholders’ Equity, page F-4

19. Please revise to provide all of the disclosures required by paragraph 11 .d. ofSPAS 7.

Comment complied with. See revisions to Statements of Stockholders’ Equity.

Statement of Cash Flows, page F-5

20. It appears that all of the disclosures required by paragraph 32 of SPAS 95should be provided for your compensation stock and warrrant issuances. Please provide these disclosures in the Schedule of Non-Cash Investing and Financing Activities or tell us why you believe this is not appropriate.

Comment complied with. See revisions to Statements of Cash Flows.

Mr. H. Christopher Owings

October 29, 2009

Page 7

Notes to Financial Statements, page F-7

Note 1, Organization, Operations and Summary of Significant Accounting Policies, page F-7

21.  We read in the first paragraph on page F-7 that you were formed to provide art consulting and marketing services. Please revise your disclosure to clearly state that while you intend to provide consulting and services in the future; your business to date has consisted solely of selling pieces of art. We believe it is important to explain to your readers what your business consisted of during the periods covered by your financial statements and how this differs from your plans for the future.

Comment complied with. See revision to first paragraph of footnote 1.

22. Please revise the motes to your financial statements to disclose your fiscal year end.

Comment complied with. See addition to footnote 1 under “Accounting year”.

23. Please revise to provide the affirmative statement required by Instruction 2 to Rule 8-03 for your interim period financial statements.

Comment complied with. See addition to footnote 1 under “Interim financial statements”.

Revenue Recognition, page F-8

24.  In the interest of clarity and to avoid confusing readers of your financial statements, please revise your revenue recognition policies to separately present the policies used for recognizing revenues actually recognized during the periods presented and the policies you anticipate using to recognize revenues for your planned future operations.

The Company has no separate revenue recognition policies between, as stated in the Staff’s comment “…..policies used for recognizing revenues actually recognized during the periods presented and the policies you anticipate using to recognize revenues for your planned future operations”. In an effort to meet the Staff’s requests as set forth in earlier comment letters, the Company has already added voluminous disclosure to its revenue policies which more than adequately describe how and when the Company recognizes revenue. This company’s business is to sell art marketing and consulting services, and as part of that business also sells art pieces. There is nothing complicated or difficult to understand about that. The Company fails to see how any further disclosure to its revenue recognition policies, already extraordinarily extensive, would serve to “clarify” or “avoid confusing” readers, rather the opposite. The Company believes its current revenue recognition policies as stated in footnote 1 are more than adequate to describe how it recognizes revenue, and that no further disclosure is necessary.

Mr. H. Christopher Owings

October 29, 2009

Page 8

Item 16. Exhibits and Financial Statement Schedules, page II-2

25. Please revise your description of Exhibit 10.2 to reflect the accurate date of the agreement, June 1, 2009.

We have made the appropriate revisions.

Item 17 Undertakings, page II-3

26. Please revise to provide the undertaking contained at Item 512(h)of Regulation S-K.

We have made the appropriate revisions.

The Company has noted the comments by the Staff in the closing section. If you have any additional questions, do not hesitate to contact the undersigned at (303)793-0304. For accounting comments, please contact Mr. Ronald Chadwick at (303) 306-1967.

DAVID WAGNER & ASSOCIATES, P.C.

/s/ David J. Wagner

David J. Wagner