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SEC Comment Letter for Mama's Creations, Inc. (MAMA) (CIK 0001520358) (MAMA) — May 28, 2013

Mama's Creations, Inc. (MAMA) (CIK 0001520358)
Date: May 28, 2013 · CIK: 0001520358 · Accession: 0000000000-13-028975

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File numbers found in text: 333-174445

Date
May 28, 2013
Author
/s/ Susan C. Block
Form
UPLOAD
Company
Mama's Creations, Inc. (MAMA) (CIK 0001520358)

Letter

May 28, 2013 Via E -mail Carl Wolf Chief Executive Officer MamaMancini’s Holdings , Inc. 25 Branca Road East Rutherford, NJ 07073

Re: MamaMancini’s Holdings, Inc. Form 8-K Filed January 30 , 2013 File No. 333-174445 Form 10 -K for the fiscal year ended December 31, 2012 Filed April 16 , 2013 File No. 333 -174445

Dear Mr. Wolf :

We have completed our review of your filings. We remind you that our comments or changes to disclosure in response to our comments do not foreclose the Commission from taking any action with respect to the company or the filing s and the company may not assert staff comments as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing s to be certain that the filing s include the information the Securities Exchange Act of 1934 and a ll applicable rules require.

Sincerely,
/s/ Susan C. Block

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May 28, 2013
Via E -mail
Carl Wolf
Chief Executive Officer
MamaMancini’s Holdings , Inc.
25 Branca Road
East Rutherford, NJ 07073

Re: MamaMancini’s Holdings, Inc.
 Form 8-K
Filed January 30 , 2013
File No. 333-174445
Form 10 -K for the fiscal year ended
December 31, 2012
Filed April 16 , 2013
File No. 333 -174445

Dear Mr. Wolf :

We have completed our review of your filings.  We remind you that our comments or
changes to disclosure in response to our comments do not foreclose the Commission from taking
any action with respect to the company or the filing s and the company may not assert staff
comments as a defense in any proceeding initiated by the Commission or any person under the
federal securities laws of the United States.  We urge all persons who are responsible for the
accuracy and adequacy of the disclosure in the filing s to be certain that the filing s include  the
information the Securities Exchange Act of 1934 and a ll applicable rules require.

Sincerely,

 /s/ Susan C. Block

Susan C. Block
Attorney -Advisor