SecProbe.io

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Mail Stop 03-05
      July 12, 2005

Mr. Edward Smith
Chadbourne & Parke LLP
30 Rockefeller Plaza
New York, New York 10112

Re:	Acco World Corporation
      Registration Statement on Form S-4
	Filed on 6/22/05
	File No. 333-124946

Dear Mr. Smith

      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.

      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 and 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.

General

1. We note your response to our prior comment 1.  Please advise us
of
the timing of your anticipated filing of the Form 8-A in relation
to
the registration statement going effective, the spin-off and
merger.
2. We note your responses to our prior comments 1 and 2 and are
still
considering your responses.  We may have further comment.

3. It appears to us that you may still be able to do the spin-off
even
if the GBC shareholders ended up not approving the merger.  If so,
please advise us why you believe a combined proxy statement /
prospectus-information statement is appropriate.

Cover Letter to Stockholders of Fortune Brands

4. We note your supplemental response to our prior comment 8.
Your
substantiation appears to be incomplete. Specifically, it contains
a
sampling of numbers from your competitors, but you have not
represented that these are your largest competitors.   In
addition,
you have not provided any discussion to put the numbers in
context.
Please provide additional supplemental proof of your competitive
position.  As necessary, provide any discussion necessary to
explain
any statistical information you provide.

Questions and answers, page Q-1

5. We note your response to our prior comment 12. Please include
similar disclosure in the sections entitled "Merger Agreement" and
"Management of ACCO Brands Corporation."

Disclosure Regarding Forward-Looking Statements, page 14

6. We note your response to our prior comment 19. We re-issue the
comment.  Please delete the reference to the Act or make clear
that
the Act does not apply.

Background of the Merger, page 33

7. We note your response to our prior comment 24.  Please revise
to
provide examples of the relevant due diligence and adjustments
that
informed your analysis.

Opinions of GBC`s financial advisors, page 39

8. We note your supplemental response to our prior comment 28.
Please
disclose the projections for revenue and net income for the
current
year and next two years.  You may provide the disclosure to us a
supplemental basis first before filing it.

New Bank Facility and Notes, page 81

9. We note your response to our prior comment 37.  Please provide
us
with your legal analysis as to why the issuance of the notes
should
not be integrated with this transaction.

Basis of Presentation, page 105

10. We note your response to our previous comment 42.  However, we
continue to believe that your allocation of interest expense
without a
corresponding allocation of intercompany debt may provide
incongruent
financial information.  Please reconsider the propriety of
allocating
interest expense in the absence of an intercompany debt allocation
or,
in the alternative, expand your disclosure to explain why you
believe
your method of reflecting interest expense is the most supportable
in
the circumstances.

Rights Agreement, page 147

11. We note your response to our prior comment 46.  It appears
that
GBC shareholders will also receive the rights in connection with
the
merger.  As such, please explain this throughout, such as in
Questions
and Answers About the Transactions.

Customer Program Costs, page F-10

12. Please revise your disclosure of Customer Program Costs to
include
a description of cooperative advertising and how much you have
spent
on such programs during each period presented.

Advertising Costs, page F-11

13. Please clarify whether the amounts you disclose as advertising
costs for the last three fiscal years include spending on
cooperative
advertising programs.

Chadbourne & Parke LLP Draft Legal Opinion
14. Please also opine that the rights that are being registered
are
binding obligations under the contract law governing the rights
agreement.

Chadbourne & Parke LLP Draft Tax Opinion

15. It appears you are filing a short-form opinion.  The exhibit 8
short-form opinion and prospectus must clearly state that the
discussion in the prospectus, under "Certain United States Federal
Income Tax Consequences," at page 83, is Counsel`s opinion.  It is
not
acceptable for either the short-form opinion or the prospectus to
state that the discussion in the prospectus is "an accurate
description" of the material federal income tax consequences.
Please
revise the exhibit and the prospectus to clearly state that the
discussion in the prospectus is counsel`s opinion

16. We note in your draft the statement that the opinion is
expressed
as of its date.  As the opinion must speak to the date of
effectiveness, either delete this statement in the final version
or
file an updated opinion at the date of effectiveness.

17. Please delete the second to last paragraph, which limits who
may
rely upon the opinion.  You may limit reliance as to subject
matter -
legality - but not as who can rely upon it or when.

Skadden, Arps Tax Opinion

18. It appears to us that an opinion on the tax consequences to
GBC
shareholders should be provided.  Please revise to include it or
advise.

19. Please delete the language in the second to last paragraph
that
limits who may rely upon the opinion.  You may limit reliance as
to
subject matter - legality - but not as to who can rely upon it or
when.

*	*	*

      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.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

      You may contact Amy Geddes at (202) 551-3304 or David
Humphrey
at (202) 551-3211, if you have questions regarding comments on the
financial statements and related matters.  Please contact Daniel
Morris at (202) 551-3314 or me at (202) 551-3210 with any other
questions.

Sincerely,

Susan Block
Attorney-Advisor

cc:	Via Facsimile
	Robert Colby, Esq.
	Chadbourne & Parke LLP
	Fax: 212.541.5369

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Acco World Corporation
July 12, 2005
Page 1

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