CTI INDUSTRIES CORPORATION

22160 N. Pepper Road

Lake Barrington, Illinois 60010

Tel: 847-382-1000/Fax: 847-382-1219

November 10, 2015

Mr. Terence O’Brien

Branch Chief

Division of Corporation Finance

Securities and Exchange Commission

Washington, D.C. 20549

Form 10-K for Fiscal Year ended December 31, 2014

Filed March 30, 2015

File No. 0-23115

Dear Mr. O’Brien:

This letter is provided in response to your letter to CTI Industries Corporation (“Registrant”) dated October 15, 2015, including your comments related to Registrant’s filing on Form 10-K for the Fiscal Year ended December 31, 2014, filed on March 30, 2015. In this response, we have included your comments with the response to each comment.

Form 10-K for Fiscal Year ended December 31, 2014

Controls and Procedures, page 30

Response: Registrant maintains that, despite the revisions to the footnote in the financial statements and the auditor’s revision to its audit opinion for Flexo Universal, S.A. DE C.V. (“Flexo”), Registrant’s disclosure controls and procedures and internal controls over financial reporting were effective for the year ending December 31, 2014. Internal controls are not effective only when an environment exists in which there is a reasonable possibility of a material weakness. In this instance, there was no material weakness. The deficiency consisted of an inadvertent omission of a portion of one sentence by the Flexo auditor in its opinion, which was simply an administrative error. Additionally, although limited changes were made to the auditor’s opinion and in the disclosures to Flexo’s financial statements, they were not of such significance as to reflect a material weakness, since there were no material substantive differences between the initial report and the corrected report. While the changes may reflect a deficiency, or, at most, a significant deficiency, we do not believe these matters were indicative of ineffective disclosure controls or procedures or internal control over financial reporting.

We have reviewed the procedures that gave rise to our conclusions in Item No. 9A of our Form 10-K in light of the above changes and believe that the statements therein remain accurate.

Exhibit 99.1

Flexo Universal, S.A. DE C.V. Financial Statements

Audit Report, page 3

Response: The Statement of Operations does not include other comprehensive income, and, therefore, no Statement of Other Comprehensive Income is required. Since both the audit report opinion and subparagraph c. to Note 2 to the Flexo financial statements refer to a Statement of Comprehensive Income rather than a Statement of Operations, we will have the auditor’s opinion revised and delete subparagraph c. of Note 2 to the Flexo financial statements.

Upon your approval, we will file an amended Form 10-K which refers to, and includes, the revised audit report as Exhibit 99.1 and which includes currently dated certifications (Exhibits 31.1, 31.2 and 32).

In accordance with the request included in your letter, we wish to state and confirm our understanding that:

EXHIBIT 99.1

FLEXO UNIVERSAL, S.A. DE C.V.

INDEPENDENT AUDITOR’S REPORT

AS OF DECEMBER 31 2014 AND 2013

FLEXO UNIVERSAL, S.A. DE C.V.

INDEX

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of

Flexo Universal, S.A. de C.V.

We have audited the accompanying balance sheets of Flexo Universal, S.A. de C.V. as of December 31 2014 and 2013, and the related statement of operations, stockholders' equity and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinions.

We draw attention to Note 2 of the financial statements, which describes the basis of accounting. The financial statements are prepared according to Financial Reporting Standards Applicable Mexico (FRS), which is a basis of accounting other than accounting principles generally accepted in the United States of America. Our opinions are not modified with respect to this matter.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Flexo Universal, S.A. de C.V., as of December 31 2014 and 2013 and the results of their operations and their cash flows for the years then ended, in conformity with the basis of accounting described above.

HLB Vargas Graf y Cia., S.C

Zapopan, Jalisco, Mexico C.Cp. 45040

C.P.C. Antonio Vargas Aceves

Certified Public Accountant

Partner

March 18, 2015.

FLEXO UNIVERSAL, S.A. DE C.V.

BALANCE SHEET AS OF DECEMBER 31, 2014 AND 2013

( In Mexican pesos )

(Notes 1 & 2)

The enclosed notes are an integral part of these financial statements

FLEXO UNIVERSAL, S.A. DE C.V.

STATEMENT OF OPERATIONS FOR THE YEARS ENDED

DECEMBER 31, 2014 AND 2013

( In Mexican pesos )

The accompanying notes are an integral part of these financial statements

FLEXO UNIVERSAL, S.A. DE C.V.

STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

( In Mexican pesos )

The accompanying notes are an integral part of these financial statements

FLEXO UNIVERSAL, S.A. DE C.V.

CASH FLOW STATEMENT

FOR THE YEARS ENDED DECEMBER 31, 2014 AND 2013

( In Mexican pesos )

The accompanying notes are an integral part of these financial statements

NOTES TO FINACIAL STATEMENTS

FLEXO UNIVERSAL, S.A. DE C.V.

As of December 31^st, 2014 and 2013

In Mexican pesos.

NOTE 1 – COMPANY DESCRIPTION:

Flexo Universal, S.A. de C.V. (FLEXO) was constituted on 2002. Subsidiary of CTI Industries INC, a North American company that owns 99.8260% of its capital stock.

Its main activity is the production of latex and mylar balloons; this operation is performed under the shelter of its parent company that finances its operations.

NOTE 2 – MAIN ACCOUNTING POLICIES

The significant accounting policies adopted by the company are in accordance with the Financial Reporting Standards in Mexico (FRS) and Interpretations to the Financial Reporting Standards (IFRS).

Those Standards (FRS), may differ from accounting principles generally accepted in the United States of America (US GAAP). However, under an analysis of similarities, convergences and important differences between the two standards with respect to the operations recorded that generate the financial information of the Company, we can conclude that there are no differences that could lead to material adjustments and alter that information

The preparation of financial statements in accordance with Mexican financial reporting standards requires the company's management to make certain estimates and provisions that may affect the value of some assets and liabilities at the date of the balance sheet, as well as the value and measurement of revenues, costs and expenses during the reported period. Even if the final result of these estimates and provisions may differ from the calculated, management believes that those were appropriate used to the circumstances.

Financial Statements are prepared in Mexican pesos ($), currency which, bases on Mexican laws, the company’s accounting records must be prepared.

Mainly represented by deposits in bank accounts.

Represent collection right originated from inventory sales. Accounts in foreign currency are valuated at the year closing exchange rate.

Estimates for doubtful collection accounts represent the inherent probable loss of all receivables due the behaviour of historic tendencies of the accounts receivable. Since 2009 the company has issued a provision to absorb the uncollectible accounts.

Inventories of finished goods, production in process and raw materials, are registered at its historic acquisition and production cost, using the absorbing cost system. The acquisition cost includes all associated expenses until the inventories are ready to be produced or sold. Inventories are valuated by the average cost method net form the value estimates which does not exceed their realization value.

Fixed Assets acquired from the fusion, were registered according to the historic cost of the absorbed company, adding the difference from the valuation practiced by and independent appraiser on 17^th, 1996. Fixed assets acquisitions after the fusion are registered at its acquisition cost.

The acquisition cost includes all associated expenses until the fixed assets are ready to be used.

Depreciations are computed by the straight-line method, beginning in year in which assets are used, and according to the following:

Impairment of long term assets – As of January 1°, 2004 The C-15 Bulletin “Impairment in the value of long lasting assets and its disposal” became effective. This bulletin requires that companies determine the effect of impairment in long lasting assets in use, in case of detection of indication of impairment or losses for impairment recognized in those assets. In opinion of the Company’s management, there are no traces of impairment that could have an effect in the results, in accordance with the Bulletin.

The current income tax is determined according to current tax legislation. The deferred income tax is recorded in accordance with the asset and liability method, which compares the accounting and tax values of them. Deferred tax are recognized (assets and liabilities) for future tax consequences attributable to temporary differences between the values reflected in the financial statements of existing assets and liabilities and their respective tax bases and for tax loss carry forwards and tax credits not used. The assets and liabilities of deferred tax are calculated using the rates established in the law that will be applied to taxable income in years when it is estimated that the temporary differences will reverse. The effect of changes in tax rates on deferred taxes is recognized in the results of the period in which those changes are approved. The deferred tax asset is recorded only when there is a high probability of recovery. As of January 1°, 2008 this FRS was modified, the main changes are:

The Company applies the dispositions of FRS C-9 “Liabilities, provisions, contingent assets and liabilities and commitments”. Bulletin C-9 establishes the valuation, presentation and disclosure general rules of liabilities provisions, contingent assets and liabilities.

As of February 2014, the Company’s management decided to outsource payroll services through the figure "Outsourcing" with the company Desarrollo Fomento Organizativo, SA de CV, so from that date on employees of Universal Flexo, SA de CV, retaining their seniority and rights, became employees of "Desarrollo Fomento Organizativo, SA de C.V. "

Revenue is recognized in the period in which the risks and benefits of inventory are transferred to customers who acquire them, which generally occurs when these inventories are delivered and the corresponding invoice is prepared

Foreign currency operations are accounted at the exchange rate of the day of their occurrence. Assets and liabilities in foreign currency are registered in Mexican pesos at the exchange rate published by the Central Bank (Banco de Mexico) at the date of the financial statements. Exchange rate differences in assets and liabilities in foreign currency are registered in the year’s result.

The company classifies as operative leasing those operations in which only is granted the use or possession of the leased assets, without assuming the risks or benefits of such assets. These rents are applied to the results in the period of the lease. Variable rents are applied to results as they are accrued.

Income statements are classified by its operative activities, according to the company’s opinion; this classification allows evaluating the result of its operations identifying the cost of goods sold and administrative and sales expenses.

The RIF includes net accrued interests, exchange rate profit (loss), monetary position gain (loss) and derivate financial instruments profit (loss).

Exchange rate profit (loss) originated by transactions in foreign currency, is the result of the exchange rates fluctuations at the date of the operation registry, at the date of realization or at the periods end valuation.

NOTE 3 – OTHER ACCOUNTS RECEIVABLE

As of December 31^st, 2014 and 2013, the other accounts receivable are integrated as follows:

NOTE 4 – RELATED PARTIES

Following a summary of the operations with related parties which originate the balances with related parties as of December 31^st, 2014 and 2013 is presented:

Accounts receivable and (payable) to related parties are:

NOTE 5 – INVENTORIES

The balance of this account is integrated as follows:

NOTE 6 – MACHINERY AND EQUIPMENT

This item is analysed follows:

The depreciation and amortization method and the annual rates are stated in note 2g. The charge to results amounted $2,191,987. and $2,694,889. for the periods ended on December 31^st, 2014 and 2013 respectively.

Leasehold agreement

The company celebrated a leasehold agreement with Cuauhtemoc Inmobiliaria S.A. de C.V., for the building and facilities where it is located, both plant and administrative offices, these agreements establishes that the term of the leasehold is of a mandatory 5 years and 5 years voluntary to the sub-lessor, the new agreement takes place since August 1^st 2011 and ends on July 13, 2016.

The charge to results amounted $4,994,680. and $4,961,429.for the years ended on December 31^st, 2014 and 2013 respectively

NOTE 7 – OTHER ACCOUNTS PAYABLE

Some items presented in the balance sheet are analysed as follows, as of December 31^st.

NOTE 8 – LONG TERM LIABILITIES TO RELATED PARTIES

NOTE 9 – POSITION AND TRANSACTION IN FOREING CURRENCY

As of December 31^st, 2014 and 2013, the company had rights and (obligations) in foreign currency as follows:

Assets where translated and adjusted using the exchange rate $14.7348 and $ 13.0652 pesos per US dollar, as of December 31^st, 2014 and 2013 respectively. As of march 17, 2015 the exchange rate is $15.4271 pesos per dollar.

NOTE 10 – CONTRIBUTED CAPITAL

The company’s capital stock integrated as follows as of December 31^st, 2014 and 2013:

The company’s capital stock is variable, with a fix minimum of $50,000 without possible of retiring. The variable part has not limit. Shares are common, nominative and are valuated as follows:

On April 3, 2014 the shareholders of the company agreed and approved unanimously an increase to variable share capital in the amount of $ 150,000. US dollars or its equivalent in pesos $ 2'475,947, by issuing 2'475,947 Series B common shares with nominal value of $ 1.00 each

On March 26, 2014 the shareholders of the company agreed and approved unanimously to declare a dividend payment from the income tax earnings (CUFIN) for a total of $ 190,347.77. US dollars or its equivalent in pesos $ 2'495,459.20

In the Ordinary General Meeting held the day August 5, 2013, a decrease of share capital was approved in the variable by repayment of 21,411 shares with a par value of $ 1.00 each.

In the Ordinary General Meeting held the day August 16, 2013, an increase of capital was approved in the variable through the capitalization of liabilities by the Company and for CTI Industries Corporation totalling $ 39,857,357. pesos M.N.

NOTE 11 – EARNED (LOSS) SURPLUS:

Under Mexican laws, a legal reserve must be created and increased by annually in 5% of the retained earnings up to a total of 20% of the Company’s Capital Stock. This reserve is not available for dividends payments, but can be used to reduce accumulated losses or to be turned in capital stock.

NOTE 12 – CONTINGENCIES:

NOTE 13- INCOME TAX (IT), CORPORATE FLAT TAX RATE (IETU) AND EMPLOYEES PROFIT SHARING (PTU):

Cost (benefit) of the tax applied to result is integrated as follows:

The main differences between the accounting profit and the tax result are:

As December 31^st, 2014 and 2013 temporary differences and fiscal losses carry forward recognized by the company on the deferred IT calculations are:

On November 2013 tax reform was approved for 2014, the following was modified:

- New Income Tax Law, rate remaining at 30%.

- Law Corporate Flat Tax (IETU) is abrogated.

The deferred IETU registered as a liability in previous periods is cancelled because this tax law was abrogated and is no longer in force. According to IFRS 20 (Interpretations to Financial Reporting Standards in Mexico) has to be accrued in the fiscal period 2013 as income for a total amount of $2,484,345.

As mentioned in note 2 l., The Company had work obligations until January 31, 2014 date on which the company subcontract outsourcing services for personnel management. Therefore the company determined and paid Employee profit sharing (PTU) only by the time elapsed from January 1 to January 31, 2014

Employee profit sharing (PTU) which is caused at a 10% rate is calculated based on the fiscal profit, excluding the inflation effects. As of December 2014 and 2013, employee profit sharing amounts to $361,222.and $1,574,698.

NOTE 14 - NEW ACCOUNTING PRONOUNCEMENTS.

The Mexican Council for Research and Development of Financial Reporting Standards (CINIF), an independent body in charge of the development of the Mexican Accounting Standards, has made public the submission of the following FRS (Financial Reporting Standards) listed below:

FRS C-9 “Provisions, contingencies and commitments”

FRS C-19 “Financial Instruments payable”

FRS D-3 “Employee Benefits”

Improvements to FRS 2015

The FRS C-9 and C-19 will become effective as of January 1°, 2018; with early application permitted under the terms established in each FRS.

The FRS D-3 will become effective for the fiscal years that begin as of January 1°, 2016.

The Improvements to FRS 2015, will become effective for the fiscal years that begin as of January 1°, 2015.

Is important to note, the use of FRS increases the quality of the financial information contained in the financial statements, thus ensuring their greater acceptance, not only nationally, but also internationally.

NOTE 15 -.APPROVAL OF THE ISSUANCE OF THE FINANCIAL STATEMENTS.

The financial statements were authorized for issue on March 10, 2015, by Pablo Gortazar de Oyarzabal, General Manager and Legal Representative, and subject to the approval of the general assembly of partners of the Company who may decide its modification in accordance with the provisions of the General Law of Commercial Societies.

The accompanying explanatory notes are an integral part of the financial statements.