SecProbe.io

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February 28, 2005

Mail Stop 0409

Steve Markley
Chief Executive Officer
Interactive Brand Development Inc.
2200 S.W. 10th Street
Deerfield Beach, FL 33442

Re:	Interactive Brand Development Inc.
      Preliminary Information Statement on Schedule 14C
      Registration No. 1-31992
      Filed on February 16, 2005

Dear Mr. Markley:

This is to advise you that we have limited our review of the
Preliminary Information Statement on Schedule 14C noted above to
the
following comments:

1. We note that you have dropped your appeal regarding your
delisting
from the AMEX.  Please revise this Information Statement to
disclose
what the effect of dropping your appeal has on the notice of
redemption initially submitted by your Series F Preferred
Stockholders on January 21, 2005.

2. We note that you have acquired roughly 40% of PHSL Worldwide,
Inc.
in exchange for convertible securities that are convertible into
72
million shares of your common stock.  We also note that the
increase
in your authorized share capital is a condition to these issuances
and to your stake in PHSL Worldwide, Inc.  Please revise this
Information Statement to include the applicable information
required
by Items 13 and 14 of Schedule 14A.  Refer to Item 1 of Schedule
14C
and Note A of Schedule 14A.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing(s) 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.
Additionally, the registrant should provide written
acknowledgement
of the following:
The adequacy and accuracy of the disclosure in the filing is the
responsibility of the registrant. The registrant acknowledges that
staff comment or changes in response to staff comment in the
proposed
disclosure in the preliminary proxy materials do not foreclose the
Commission from taking any action with respect to the filing. The
registrant also represents that staff comment may not be asserted
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.

      All persons who are by statute responsible for the adequacy
and
accuracy of the information statement are urged to be certain that
all information required pursuant to the Securities Exchange Act
of
1934 has been included.

      If you have any questions, please call David H. Roberts at
(202) 942-2811 or the undersigned at (202) 942-1971.

      Sincerely,

Owen Pinkerton
Senior Counsel

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