Mail Stop 3561
      October 7, 2005

Nathan E. Fagre
Senior Vice President and General Counsel
ValueVision Media, Inc.
6740 Shady Oak Road
Eden Prairie, MN 55344

      Re:	ValueVision Media, Inc.
		Amendment No. 1 to Registration Statement on Form S-3
      Filed September 26, 2005
		File No. 333-127040

Dear Mr. Fagre:

      We have limited our review of your filing to those issues we
have addressed in our 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 information so we may better understand
your
disclosure.  After reviewing this information, we may 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Selling Shareholders, page 10
1. We note your response to comment 3 in our letter dated August
17,
2005.  Please revise your disclosure to identify the selling
shareholders who are affiliates of broker dealers and state that
these selling stockholders purchased in the ordinary course of
business and at the time of the purchase of the securities to be
resold the selling stockholders had no agreements or
understandings,
directly or indirectly, with any person to distribute the
securities.



******

      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 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 Kurt Murao, Attorney Advisor, at (202) 551-
3338,
Peggy Kim, Attorney Advisor, at (202) 551-3411 or me at (202) 551-
3720 with any other questions.

      					Sincerely,



						H. Christopher Owings
      					Assistant Director


cc: 	James P. Beaubien, Esq.
	Latham & Watkins LLP
      Fax: (213) 891-8763

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Nathan E. Fagre
ValueVision Media, Inc.
October 7, 2005
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