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CORRESP
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      Unassociated Document

    Reed’s,
      Inc.

    13000
      South Spring Street

    Los
      Angeles, CA 90061

    October
      6, 2008

    VIA
      EDGAR

    United
      States Securities and Exchange Commission

    Division
      of Corporation Finance

    100
      First
      Street, N.E.

    Washington,
      D.C. 20249

    Attn:
      Damon Colbert, Division of Corporation Finance

            RE:

              Reed’s,
                Inc. (the “Company”)

                Post-effective
                  amendment to Form S-1

                Filed
                  July 28, 2008

                File
                  No. 333-1146012

                Form
                  10-KSB for Fiscal Year Ended

                December
                  31, 2007

                Filed
                  April 15, 2008

                File
                  No. 001-32501

    Dear
      Mr.
      Colbert,

    Set
      forth
      below are the Company’s responses to the comments received from the staff
      (“Staff”) of the Securities and Exchange Commission in the letter dated August
      21, 2008. We have reproduced the Staff’s comments for your convenience and have
      followed the comment with the Company’s response. References in this letter to
“we”, “our”, or “us” mean the Company or its advisors, as the context may
      require. Capitalized terms not defined herein have the meaning set forth in
      the
      Registration Statement.

    Risk
      Factors, page 5

            1.

              Your
                risk factor on page 14 appears to state a generic risk regarding
                your
                system of internal control over financial reporting, including statements
                indicating that management “may” conclude that your system is ineffective.
                But your Form 10-KSB for the period ended December 31, 2007 indicates
                that
                management has concluded that your system of internal control over
                financial reporting was ineffective as of December 31, 2007. Please
                revise
                this risk factor to disclose management’s conclusion that your internal
                control over financial reporting was ineffective and provide a brief
                description of the material deficiencies, as disclosed beginning
                on page
                37 of your annual report on Form 10-KSB for the fiscal year ended
                December
                31, 2007.

    Response:
      We will
      revise this risk factor to identify weaknesses in our internal control
      procedures. Please note however, as disclosed in our Form 10-KSB, despite the
      lack of the complete implementation of recommended improvements to the
      identified weaknesses in our internal control procedures, our Chief Executive
      Officer and Chief Financial Officer concluded that, as of December 31, 2007,
      such disclosure controls and procedures were
      effective
      to
      ensure that information required to be disclosed by us in the reports we file
      or
      submit under the Exchange Act is recorded, processed, summarized and reported
      within the time periods specified in the rules and forms of the SEC, and
      accumulated and communicated to our management, including our Chief Executive
      Officer and Chief Financial Officer, as appropriate to allow timely decisions
      regarding required disclosure.

    Form
      10-KSB for Fiscal Year Ended December 31, 2007

    Exhibits

            2.

              We
                note that your filed your Principal Executive Officer and Principal
                Financial Officer certifications under Item 601(b)(31) of Regulations
                S-B.
                Please revise these certifications to include the introductory language
                of
                paragraph 4 and the language of paragraph 4(b) of Item 601(b)(31)
                of
                Regulation S-K.

    Response:
      We are
      concurrently filing a Form 10KSB/A and have revised the certifications
      accordingly.

    If
      you
      have any questions or further comments, please do not hesitate to contact the
      undersigned or Ruba Qashu at (310) 208-1182 or via fax at (310)
      208-1154.

              Very
                truly yours,

              REED’S,
                INC.

            By:
            /s/
              Christopher J. Reed

              Christopher
              J. Reed

            Chief
              Executive Officer