SecProbe.io

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MAIL STOP 3561

      July 13, 2005

Ms. Angeliki Frangou
Chief Executive Officer
International Shipping Enterprises, Inc.
1225 Franklin Avenue
Suite 325
Garden City, New York 11530

      Re:	International Shipping Enterprises, Inc.
   Amendment No. 2 to Registration Statement on Form S-4
   Filed June 27, 2005
   File No. 333-121819

Dear Ms. Frangou:

      We have reviewed your amended filing and have the following
comments.  Where indicated, we think you should revise your
document
in response to these comments.

General
1. The Form S-4 should be filed on EDGAR under the names of all
registrants.  It would appear that Navios Maritime Holdings is the
registrant, as defined in Regulation C, for the shares to be
issued
in the re-incorporation and International Shipping is the
registrant
for the proxy statement.  Please ensure that the registration
statement is filed under the name of Navios Maritime Holdings.

Cover Page
2. Please highlight the risk factor cross reference.  See Item
501(b)(5) of Regulation S-K.
3. We reissue prior comment six dated June 23, 2005.  Please
provide
the statements required by Item 2(1) and (2) of Form S-4 on the
inside front cover page.

Unaudited Pro Forma Financial Information

Other Financial Data, page 9
4. We noted your revision to solely present EBITDA (i.e. you
removed
net cash provided by (used in) operating, investing and financing
activities).  Please revise to provide your reconciliation of net
cash from operating activities to EBITDA or remove your disclosure
of
EBITDA.

Risk Factors, page 10
5. We reissue prior comment eight dated June 23, 2005.  Please
avoid
the generic conclusions you reach in several of your risk factors,
including subheadings, that the risk discussed could have a
"material
adverse effect," "material adverse impact," or "adversely affect"
your financial condition, results of operations or other similar
matters.  Such generic conclusions would also include "negatively
impact" and "may affect."  Please replace this language with more
specific disclosure of how your financial condition, results of
operations, or other similar matters would be affected and place
the
risk in context by making the magnitude of the risk clear.  See
risk
factors one through five, seven through ten, thirteen through
eighteen, twenty-three, twenty-nine, and thirty.
6. Revise risk factor 33, including both the subheading and the
narrative, to set forth the risk to investors.

Federal Income Tax Consequences, page 54
7. We note that the tax opinion indicates the opinion is "more
likely
than not."  Discuss in the opinion the degree of uncertainty and
provide a risk factor and/or other appropriate disclosure setting
forth the risks to investors.
8. In prior comment 19 dated June 23, 2005, we noted the
discussion
on page 54 that "it is more likely than not that...ISE will be
taxed
by the United States as a foreign corporation," and we advised
that
since the tax opinion must address all material tax consequences,
the
conclusion regarding taxation as a foreign corporation should be
set
forth in the opinion. We are unable to locate this conclusion and
analysis in the revised opinion.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations of Navios, page 86

		Overview, page 86
9. To the extent the disclosure in this section has changed in any
material way since December 31, 2004, please update management`s
assessment.  In this regard, we note the disclosure on page 91
under
"Revenue."
10. We note that average earnings per day for vessels in the fleet
was $9,737 per day for 2005.  Please confirm this time period.  In
addition, advise and disclose how you computed the average cost of
$9,737 per day, as disclosed in the final paragraph of this page.
Also, please revise your disclosure to clearly indicate if the TCE
benchmark (based on Clarkson`s Research Statistics) includes or
excludes gains or losses on FFAs.
11. Tell us why Clarkson`s spot physical market revenue rate of
$33,500 would be comparable to the average long-term chartered-in
fleet rate for your 15 chartered-in vessels of $9,737.  Clarkson`s
rate is only on a "spot" basis, whereas it appears these 15
vessels
will be chartered-out under either medium-to-long term time
charters
or spot charters, based on disclosures on page 89.

		For the three months ended March 31, 2005 and 2004, page
91
12. We read your response to prior comment 24 dated June 23, 2005
and
your revised disclosure.  We note that there was an approximate
26.8%
decrease in available days and a corresponding decrease in revenue
from the quarter ended March 31, 2004 to the quarter ended March
31,
2005.  This decrease was attributed to a reduction in the number
of
vessels operated during the period.  You also state that the
reduction was based on "management`s perception of market
conditions."  Please expand your disclosure to clarify what you
mean
here.  Your revised disclosure should address the contributing
factors that impact "management`s perception" and provide
investors
with material information that is necessary to an understanding of
the financial condition and operating performance, as well as its
prospects for the future.  Your revised disclosure should also
address why the number of vessels was decreased.

	Liquidity and Capital Resources, page 93
13. As requested in prior comment 26 dated June 23, 2005, please
quantify what your liquidity needs will be in the event you do
acquire these vessels.

	Second Quarter EBITDA Guidance, page 95
14. You state elsewhere in the prospectus that EBITDA is included
in
the prospectus because it is a basis upon which Navios assesses
its
liquidity position and because ISE believes that it presents
useful
information to investors regarding a company`s ability to service
and/or incur indebtedness.  It appears that your non-GAAP
disclosure
in this paragraph is presented as a performance measure;
furthermore
your disclosure does not appear meet the minimum disclosure
requirements of Item 10 of Regulation S-K.  Please remove this
section from your prospectus or revise as necessary.

Executive Compensation, page 123
15. Please include the disclosure required by Item 402 of
Regulation
S-K for the four most highly compensated executive officers other
than the CEO and up to two additional individuals for whom
disclosure
would have been provided but for the fact that the individual was
not
serving as an executive officer.

Financial Statements

ISE Financial Statements for the Quarter Ended March 31, 2005

Statement of Operations, F-3
16. Please remove the caption entitled Income/Expense from
Financing
Activities (after operating loss) from this statement.

Notes to Financial Statements

General
17. Please disclose the basis of presentation, and that the
financial
statements have not been audited by an independent certified
public
accountant.  Unaudited financial statements that are included in
documents filed with the Commission must include all adjustments,
which in the opinion of management, are necessary in order to make
the financial statements not misleading.  An affirmative statement
that the financial statements have been so adjusted must be
provided.
Please revise.

Part II

Exhibits
18. In prior comment 61 dated May 19, 2005, we asked that you file
an
executed copy of exhibit 23.4.  We remain unable to locate such
executed copy.  In this regard, we note your response 39 dated
June
27, 2005 to our letter dated June 23, 2005.
19. We reissue prior comment 40 dated June 23, 2005.  Material
contracts should be filed in their entirety, which includes any
schedules, attachments or appendices.  We direct your attention to
exhibits 10.17 and 10.18.

Closing Comments

      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.

      Any questions regarding the accounting comments may be
directed
to Brian Bhandari at (202) 551-3390.  Questions on other
disclosure
issues may be directed to William Bennett at (202) 551-3389.
						Sincerely,

								John Reynolds
      Assistant Director

cc:	Kenneth R. Koch, Esq.
Fax: (212) 983-3115

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International Shipping Enterprises, Inc.
Ms. Angeliki Frangou
July 13, 2005
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