SecProbe.io

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Mail Stop 0308

							March 23, 2005

Mark Weber
Chief Financial Officer
New World Brands, Inc.
2019 SW 20th Street, Suite 109
Ft. Lauderdale, FL  33315

	RE:	New World Brands, Inc.
		Item 4.01 Form 8-K filed March 10, 2005
            	File No. 33-91432

Dear Mr. Weber:

	    We have reviewed the above referenced filing and have the
following comments.  We welcome any questions you may have about
our
comments.  Feel free to contact us at the telephone numbers listed
at
the end of this letter.
1. The disclosure with respect to the period for which there were
no
disagreements must include the day through the date of dismissal,
not
just the interim period through the most recent quarterly period.
See Item 304(a)(1) of Regulation S-B and revise accordingly.
2. The second sentence of the first paragraph uses the plural form
of
"reports;" however, you only discuss one report from Mahoney
Cohen.
If another auditor issued the report on the prior year, it is
suggested you disclose this fact, otherwise revise to disclose the
nature of Mahoney Cohen`s other report.
3. The letter from your former accountants is included as an
exhibit
and is not incorporated by reference.  Therefore, we suggest you
delete this portion of the last sentence of the first paragraph.
4. Our records indicate your correct Commission file number is the
number shown above.  Please use this number in your amendment or
advise.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  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.

New World Brands
March 23, 2005
Page 2

	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
disclosures in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

?	the company may not assert this action 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 connection with our review of
your
filing or in response to our comments on your filing.

      Please file your amendment within five business days from
the
date of this letter. The amendment should include an updated
letter
from your former accountants.  The supplemental information we
requested should be filed on EDGAR as correspondence.  Any
questions
regarding the above should be directed to me at (202) 942-1809, or
in
my absence, to Robert Benton at (202) 942-1811.

							Sincerely,

							Robert Burnett
						            Staff Accountant

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