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MAIL STOP 03-08
	October 14, 2004

Mr. Ian Valentine, CEO
Brands Shopping Network, Inc.
13431 Beach Avenue
Marina Del Rey, CA 90292

	RE:	Brands Shopping Network, Inc.
		Information Statement filed on Schedule 14C
		Commission File No. 0-32473
		Filed on September 14, 2004

Dear Mr. Valentine:

	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.

	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 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 that you have not filed any current reports on Form 8-K
during the past fiscal year.  It appears that you should have filed
an Item 1 Form 8-K regarding the proposed merger because it involves
arrangements that may result in a change of control.  See Item 403(c)
of Regulation S-B.  Please advise or revise.
2. We note that after the proposed transactions, two percent of your
common stock will be held by former BSN shareholders.  Please tell us
whether any of the proposed transactions will cause any of the
effects enumerated by Rule 13e-3(a)(3)(ii) under the Securities
Exchange Act of 1934.   We may have further comments.
3. Please provide the information required by Item 14 of Schedule
14A. In particular, please provide selected and supplementary
financial data for United Fuel and Energy. Also, provide the
information required by Item 304 and 305 of Regulation S-K for UFE.
See Part C of the Form S-4, which is required by Item 14(c)(2) of
Schedule 14A and Item 1 of Schedule 14C.
Information Statement Cover Page
4. We note the disclosure on the cover page that no fee is required
for this form.  Please revise in accordance with Exchange Act Rule
14c-5(g).
Preliminary Information Statement
5. In the letter to stockholders, provide the statement required by
Item 2 of Schedule 14C in bold-face type.  Please revise.
6. State the vote required for approval of the proposed transactions,
and disclose the percentage of stockholders that have consented in
writing to approve the proposed transactions.
7. Disclose the market value of the registrant`s securities as of the
date preceding public announcement of the proposed transaction and as
of the most recent practicable date.
8. Consider whether it is necessary to define "we," "us," and "our."

Summary Term Sheet, page 2
9. Disclose the percentage of securities that the public stockholders
will hold following the merger compared to their percentage ownership
prior to the transactions.
10. Quantify the aggregate amount of benefits that management of
Brands Shopping Network will receive or to which they will become
entitled as a result of the merger here and in the full discussion of
the merger.

Information About the Voting Rights of Our Stockholders, page 3
11. Name the control person(s) of Bendecida Orquidea Rev TR and
Yarbols Inc.  Briefly describe the affiliation between Bendecida
Orquidea Rev TR and Brands Shopping Network.    We also note that you
identified Century Partners, Ltd as a 19.1% holder in the Form 10-KSB
for the fiscal year ended December 31, 2003.  Please advise why
Century Partners, Ltd is not included in this table.
Terms of the Merger, page 4
12. The information statement should describe the material terms of
the merger agreement, including, but not limited to, the structure of
the transaction and the material covenants, representations and
warranties, conditions and termination provisions related to the
merger.  Refer to Item 1 of Schedule 14C and Item 14(b)(4) of
Schedule 14A.   Also, disclose the treatment of outstanding Brands
Network Shopping options and warrants under the merger agreement.
13. We note that either party to the merger agreement has the right
to terminate the agreement if it is not consummated on or before
September 30, 2004.  Discuss the ramifications of terminating the
merger agreement pursuant to section 9.3, including responsibilities
for any costs that either party could incur as a result of
terminating the agreement.
About BSN, page 5
Description of Business, page 5
14. Please briefly describe the primary operations of Brands Shopping
Network, Inc. and USA Dealers Auction.com, Inc. prior to the merger.
15. Please substantiate or delete promotional terms and phrases
appearing in this section.  For example, we note the statement that
BSN is "unique" and sought to offer a "world-class television
retailing opportunity."
16. Please explain "process-driven technology implementations."
Plan of Operation, page 6
17. Please disclose the outstanding balance on loans from
stockholders, discussing all material terms including applicable
interest rate(s).  Identify the stockholders and the beneficial
holders of the stockholders if any are entities.
Market for Common Equity and Related Stockholder Matters, page 7
18. We note the statement that the prices included in the table "do
not necessarily reflect actual transactions."  Please explain.
19. Disclose the stock prices for two full fiscal years and any
interim periods.  See Item 201 of Regulation S-B.
Legal Proceedings, page 7
20. We note the statement that there are no legal proceedings pending
against the company.  We also note disclosure in the company`s Form
10-QSB filed for the period ended June 30, 2004 indicating that a
Judgment by Default was entered against the company on March 23, 2004
in the amount of $168,435.  Please discuss the Judgment rendered
against the company and its potential ramifications, or advise
supplementally.

About United Fuel, page 8
Description of Business, page 8
21. Please supplementally provide support for the statement that "EWC
is the largest marketer of fuel and lubricants in each of the market
areas in which it operates and is one of the largest propane
distributors in the state of Texas."
22. Please disclose your competitive position in the industry and
your methods of competition.
23. Please discuss the material effects of compliance with
environmental regulations or tell us supplementally that there are no
material effects to disclose.
Legal Proceedings, page 7
24. We note the statement that there are no legal proceedings pending
against the company.  We also note disclosure in the company`s Form
10-QSB filed for the period ended June 30, 2004 indicating that a
Judgment by Default was entered against the company on March 23, 2004
in the amount of $168,435.  Please discuss the Judgment rendered
against the company and its potential ramifications, or advise
supplementally.
Management`s Discussion and Analysis
Forward-Looking Statements, page 9
25. Please delete your reference to the Private Securities Litigation
Reform Act.
26. Please delete the word "will" from the list of words appearing in
the second sentence under this caption.
Overview, page 9
27. Please disclose any trends, events or uncertainties that have or
are reasonably likely to have a material impact on your short-term or
long-term liquidity.
Capital Sources, page 12
28. Revise your disclosures to include a discussion of liquidity and
capital resources for the three years ended December 31, 2003.
29. It appears that receivables at UFE have increased at a higher
rate, as of June 30, 2004 than have sales for the six months ended
June 30, 2004 compared to the previous six-month period. Tell us, and
revise your disclosures, why there has been an unusually large
increase in receivables relative to sales. We note your disclosures
that there have been price increases, however, it appears that the
increase in receivables has been significantly influenced by other
factors.
30. Please clearly indicate whether the company is currently in
compliance with the financial covenants referred to and discuss the
anticipated effect, if any, the proposed merger will have on future
compliance with those covenants.
31. Please disclose the "applicable margin rate" on the company`s
revolving line of credit.
32. We note the company has two additional loan facilities with two
different lenders.  Please identify these lenders if considered
affiliates of the company.
33. Disclose the status of renewing the Revolver.
Background of Merger Transaction
BSN`s Reason for the Merger, page 13
34. We note that BSN paid consultants by issuing shares of its $.001
par value common stock.  Describe in greater detail the services
provided by consultants.  Identify the consultants if considered
affiliates of the company and quantify the amount and value of shares
given in return for consulting services.
35. Disclose the tax consequences of the transaction.
United Fuel`s Reason for the Merger, page 14
36. Disclose the cost difference between merging with a public shell
and an initial public offering and registering your securities under
section 12 of the Securities Exchange Act of 1934.
Contacts between United Fuel and BSN, page 14
37. Please clarify how the merger exchange ratio and the 1-for-40
reverse stock split was determined and how it is considered fair to
all shareholders.  Disclose which party proposed the exchange ratio
and the reverse stock split, and discuss fully the negotiations that
took place between the parties to the merger agreement.
38. We note disclosure indicating that the BSN board was satisfied
with the exchange ratio based upon the fair value and net assets
contributed by United Fuel and was satisfied with United Fuel`s
current financial statements and management team.  We further note
that the BSN board concluded that a reverse merger with United Fuel
was "in the best interest of BSN`s existing stockholders."  Please
revise to specifically discuss the factors that were considered in
making such generalized conclusions.  In the absence of a fairness
opinion, explain how the transaction is considered to be "in the best
interest of BSN`s existing stockholders."

Action 2 - Amendment to Articles of Incorporation, page 16
39. We note that the board of directors and consenting stockholders
have approved amendments to the company`s articles of incorporation
in order to increase the authorized common stock.  In that regard,
please disclose the information required by Item 19 of Schedule 14A
and Item 1 of Schedule 14C.  Please provide more detailed information
concerning the reasons for the proposed increase in common stock.
40. We note that you intend to issue shares of common stock to
certain BSN debtholders.  Disclose the conversion rate of
indebtedness to shares of common stock, and discuss how you
determined the conversion rate.
41. We note that the shares issued by BSN will not be registered
under the Securities Act of 1933 based on the exemption from
registration under Section 4(2) and Rule 506 of the Securities Act.
Please disclose the facts relied upon in claiming the availability of
these exemptions.
Section 16(a) Reports, page 18
42. We note that there have been no Form 3, Form 4, or Form 5 filings
made by your officers, directors, or principal shareholders since you
became a reporting company.  Please revise the disclosure in this
section or advise.
Security Ownership of Certain Beneficial Owners and Management, page
18
43. Provide the beneficial ownership information as of the most
recent practicable date.  See Item 403 of Regulation S-B.
Remuneration of Directors and Officers, page 19
44. We note disclosure in your 10-QSB filed for the period ended June
30, 2004 indicating that BSN owed $959,493 in salaries to company
officers and shareholders.  Please reconcile with disclosure in this
section indicating that no officers and directors of BSN received
compensation.  Revise your disclosure as appropriate.  Also revise
the Form 10-KSB.
45. Disclose any negotiations, preliminary or otherwise, with
executive officers regarding compensation.
List of Omitted Schedules
46. All schedules listed in this section should be provided to the
staff on a supplemental basis.  We may have further comment upon
review.

Financial Statements
United Fuel and Energy Corporation and Subsidiaries Consolidated
Balance Sheets, page 2
47. Please conform the description of cash on the face of the balance
sheet and in the summary of significant accounting policies to cash
and cash equivalents, as listed in the statement of cash flows.  See
paragraph 7 of SFAS No. 95 and Rule 5-02 of Regulation S-X.
48. Generally, assets are listed in the balance sheet based on their
liquidity and liabilities based on their due dates.  Please explain
why the current maturities of the long-term debt, capital leases and
notes payable are expected to require the use of current assets
before accounts payable and accrued expenses, or, reclassify these
amounts to below accrued expenses.
49. Please remove the dashes in the amount columns for Commitments
and Contingencies.  See Rule 5-02.25 of Regulation S-X.
United Fuel and Energy Corporation and Subsidiaries Consolidated
Statements of Operations and Retained Earnings, page 3
50. Please provide three years of results of operations. We note that
the registrant is S-B eligible. However, as this is a reverse
acquisition and the operating company is merging into a public shell,
the Staff views this as akin to an IPO and look to the accounting
acquirer in order to determine S-B eligibility. We note that the
revenues of the operating company exceeded $25 million in the most
recent year.
51. Please state separately, the amount of amortized debt discount
and expenses.  See Rule 5-03.8.of Regulation S-X.
United Fuel and Energy Corporation and Subsidiaries Consolidated
Statements of Cash Flows, page 4
52. In your cash flows from operating activities, please make the
distinction between the adjustments to reconcile earnings to net cash
and the changes in operating assets and liabilities by inserting the
latter mentioned description in the statement.  Also, you reported
notes payable on a net basis.  To qualify for net cash flow
reporting, the notes payable are required to be due on demand or have
original maturities of three months or less.  Please provide an
explanation why your notes meet the existing net reporting criteria;
or, present the gross inflows and outflows of the notes payable.
Please see paragraphs 21 - 24, Example 1- the indirect method, and
paragraph 13 of SFAS No. 95.

Summary of Significant Accounting Policies, page 6
General
53. Include the required disclosures about the fair values of your
financial instruments.  See paragraphs 10-15 of SFAS No. 107.

Life Insurance on Life of Former Officer-Stockholder, page 7
54. Please disclose your policy on loans, whether you have any loans
outstanding on the insurance policy and whether there is a firm
commitment or a stock buyback agreement that requires you to buy your
stock in the event of the insured`s death in order to protect you
from an abrupt change in management. See AICPA TIS Section 2240.

Environmental Costs
55. Please explain to us your policy of accruing environmental
remediation costs for services or property expected to be provided
with three and a half months after recognition. Please support your
explanation with reference to applicable accounting literature.

New Reporting Requirements, page 8
56. You disclosed the adoption of SFAS No. 143 as having no impact on
your financial position and operations. T