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FRANKLIN
OGELE, P.A.

Attorney
at Law

Gateway
One, 26th FL

Newark,
New Jersey 07102

Phone:
973 277 4239 / Fax: 862 772 3985

www.ogelelaw.com
/ www.takeyourcompanypublic.net

Email:
franklin@ogelelaw.com

  Office:
  (973) 277 4239
  New
  York (Bar #2364974)

  Fax:
  (862) 772 3985
  New
  Jersey (Bar #00252190)

March
23, 2023

Mr.
Robert Shapiro

The
United States Securities

And
Exchange Commission

Division
of Corporate Finance

Washington,
DC 20549

Re:
Miami Breeze Car Care Inc.

Amendment
No. 1 to the Registration Statement on Form S-1

Filed
January 20, 2023

File
No. 333-266854

Dear
Mr. Shapiro:

This
letter is in response to the Staff letter of February 16, 2023. Miami Breeze Car Care Inc., hereinafter, “Registrant” hereby
responds as follows: The paragraphs in italics are from the Staff letter.

Staff
Comment #1

Amendment
No. 1 to the Registration Statement on Form S-1

Cover
Page

 1. We
                                            note your response to comment 1 and that the Calculation of Registration Fee table of the
                                            cover page shows a maximum offering price of $3.00 per share. Please disclose, if true, that
                                            the selling shareholders will offer and sell shares in this offering at fixed price of $3.00
                                            per share. Please make appropriate revisions to the front cover page of the prospectus, the
                                            prospectus summary and plan of distribution, and please ensure consistency throughout the
                                            registration statement, including by deleting references to minimum or maximum prices, or
                                            prices to be determined later.

    1

Registrant’s
Response:

The
$3.00 is estimated for purposes of determining the Registration Fee. However, Registrant has revised the Cover Page disclosure with the
following language:

“However,
a Selling Shareholder may, from time to time, sell any or all of their shares of our common stock on any stock exchange, market, or trading
facility on which the shares are traded or in private transactions. A Selling Shareholder may use any one or more of the following methods
when selling shares:

    ●
    ordinary
    brokerage transactions and transactions in which the broker-dealer solicits purchasers;

    ●
    block
    trades in which the broker-dealer will sell the shares as agent;

    ●
    purchases
    by a broker-dealer as principal and resale by the broker-dealer for its account;

    ●
    privately
    negotiated transactions;

    ●
    broker-dealers
    may agree with a Selling Shareholder to sell a specified number of such shares at a stipulated price per share;

    ●
    through
    the writing or settlement of options or other hedging transactions, whether through an options exchange or otherwise;

    ●
    a
    combination of any such methods of sale; or

    ●
    any
    other method permitted pursuant to applicable law.

A
Selling Shareholder may be deemed an underwriter; therefore, each such Selling Shareholder may not engage in short sales of the Company’s
common stock or other hedging activities. The Selling Shareholder may sell the shares directly to market makers acting as principals
and/or broker-dealers acting as agents for itself or its customers. Such broker-dealers may receive compensation in the form of discounts,
concessions or commissions from the Selling Shareholder and/or the purchasers of shares for whom such broker-dealers may act as agents
or to whom they sell as principal or both, which compensation as to a particular broker-dealer might be in excess of customary commissions.
Market makers and block purchasers purchasing the shares will do so for their own account and at their own risk. It is possible that
the Selling Shareholder will attempt to sell shares of the Company’s common stock in block transactions to market makers or other
purchasers at a price per share which may be below the then market price. The Selling Shareholder cannot assure that all or any of the
shares offered in this prospectus will be issued to, or sold by, the Selling Shareholder. In addition, any brokers, dealers, or agents,
upon effecting the sale of any of the shares offered in this prospectus are “underwriters” as that term is defined under
the Securities Act or the Exchange Act, or the rules and regulations under such acts. In such event, any commissions received by such
broker-dealers or agents and any profit on the resale of the shares purchased by them may be deemed to be underwriting commissions or
discounts under the Securities Act.”

    2

Staff
Comment No. 2

Management’s
Discussion and Analysis or Plan of Operation, page 16

 2. We
                                            note your response to comment 11 and reissue for clarification. In this regard, we note your
                                            response that you have removed references to Amazon.com, however, in your Plan of Operations
                                            you disclose that you have already commenced placement of products on Amazon.com and in the
                                            next 12 months you intend to grow production and sales through placements on Amazon.com,
                                            Facebook and other digital media platforms. Please reconcile your response with the disclosure.
                                            In addition, expand disclosure of your plan of operations for the next twelve months on page
                                            20 to address the placement of products on Amazon.com and intention to grow production through
                                            a third-party manufacturer. In doing so, discuss your ability to meet cash requirements to
                                            grow production of your products with a third party manufacturer. Refer to Item 303 of Regulation
                                            S-K.

Registrant’s
Response:

Registrant
does not believe that there is inconsistency. The disclosure on Amazon.com was in the context of “we expect to be approved to our
products on Amazon.com.” However, at the time of the filing of the amended No.1 S-1, there had been superseding event because the
Company had commenced placement of products on Amazon.com. Consequently, the reference to Amazon.com in the context of expected approval
for product placement was removed. Furthermore, we have provided the following language on page 18 of Amended No. 2 to expand disclosure
of our plan of operations for the next twelve months to address the placement of products on Amazon.com and intention to grow production
through a third-party manufacturer, including our ability to meet cash requirements to grow production of your products with a third
party manufacturer.

“In
December 2022, we commenced placement of one product on Amazon.com https://a.co/d/cSlySI9. During
the next 12 months, we intend to grow production and sales through placements on Amazon.com, Facebook and other digital media platforms.
To date, our sales through Amazon have been minimal. During the next twelve [12] months, we plan to place sponsored ads on Amazon.com,
Facebook and other digital platforms to create product awareness to drive customers to our product. As of March 16, 2023, we have approximately
$375,000 in cash and have estimated $740,000 for projected expenses on SEC Reporting, Legal Accounting and Compliance, Working Capital/Overhead
and Marketing and Advertising for the next 12-months. See “Estimated Expenses for the Next Twelve Months.” Our cash
resources as of March 16, 2023 will not be sufficient for us to execute our business plan. If we do not generate sufficient cash
from our intended financing activities and sales, or if our planned digital campaigns were to fail, we will be unable to execute on projected
operations for the next 12 months. In that event, we will be forced to cut down on our planned Marketing and Advertising campaigns, which
will negatively affect our business, results of operations and financial condition. While we intend to engage in several equity or debt
financings, there is no assurance that these will occur, nor can we assure our shareholders that we will not be required to obtain additional
financing on terms that are not dilutive of their interests.

    3

Staff
Comment No. 3

Material
Uncertainties that may cause our reported financial information not to be necessarily indicative of future operating..., page 18.

 3. We
                                            note your response to comment 10 and reissue in part. Please revise to include an analysis
                                            of the anticipated impact of your business plans and development on your future financial
                                            condition. In this regard, we note disclosure about plans of operations that includes the
                                            placement of products on Amazon.com, Facebook and other digital media platforms.

Registrant’s
Response

Registrant
has provided the following disclosure on page 20 under “Our Planned Digital Marketing May Fail” of Amended No. 2 as
analysis of the anticipated impact placement of our products on Amazon.com, Facebook and other digital media platforms
on our business plans and development on your future financial condition.

“In
December 2022, we commenced placement of one product on Amazon.com https://a.co/d/0ShsMiP. During
the next 12 months, we intend to grow production and sales through placements on Amazon.com, Facebook and other digital media platforms.
During the next twelve [12] months, we plan to place sponsored ads on Amazon.com, Facebook and other digital platforms to create product
awareness to drive customers to our product. During the next twelve [12] months, we plan to place sponsored ads on Amazon.com, Facebook
and other digital platforms to create product awareness to drive customers to our product. As of March 16, 2023, we have approximately
$375,000 in cash and have estimated $740,000 for projected expenses on SEC Reporting, Legal Accounting and Compliance, Working Capital/Overhead
and Marketing and Advertising for the next 12-months. See “Estimated Expenses for the Next Twelve Months.” Our cash
resources as of March 16, 2023 will not be sufficient for us to execute our business plan. If we do not generate sufficient cash
from our intended financing activities and sales, or if our planned digital campaigns were to fail, we will be unable to execute on projected
operations for the next 12 months. In that event, we will be forced to cut down on our planned Marketing and Advertising campaigns, which
will negatively affect our business, results of operations and financial condition. While we intend to engage in several equity or debt
financings, there is no assurance that these will occur, nor can we assure our shareholders that we will not be required to obtain additional
financing on terms that are not dilutive of their interests.”

Staff
Comment No. 4

Source
of our Production, page 20

 4. We
                                            note your response to comment 20. Please revise to disclose additional material terms of
                                            the agreement with CLEANCOMPANY Systemzentrale GmbH, including payment arrangements, term
                                            of service, and termination provisions.

    4

Registrant’s
Response

Registrant
has executed the Car Care Development and Manufacturing Agreement (herein, “Agreement”) with CleanCompany Systemzentrale
GmbH (“CleanCompany”). See Exhibit 2A of Amended No.2. The material aspects of the Agreement is disclosed on page 20 of Amended
No. 2 as follows:

“The
Company entered into Car Care Development and Manufacturing Agreement (herein, “Manufacturing Agreement”) with CleanCompany
Systemzentrale GmbH (“CleanCompany”) on January 4, 2023. Under the terms of the Manufacturing Agreement, CeanCompany
agrees to manufacture, and package, according to our
specifications, and deliver the finished products to us. CleanCompany shall source all necessary ingredients to manufacture the
following products to ensure that they meet the quality expectations of Miami Breeze Car Care Inc; provide the mixing and experimentation
of such products for Miami Breeze Car Care Inc and package the bulk package the finished
products to be shipped to the destinations as directed by Miami Breeze Car Care Inc. Payment
term is 50% at the placement of order and 50% at delivery. The initial term of the Agreement is 3 years. See Exhibits 10.2
and 10.2A.”

Staff
Comment No.5

Results
of Operation, page 21

 5. We
                                            note our response to comment 15. Please revise to state the date that you commenced sales
                                            on Amazon.com and discuss the impact on your financial performance.

Registrant’s
Response

Registrant
has provided the following disclosure on page 21 under “Results of Operations” of Amended No. 2 as analysis of the
anticipated impact placement of our products on Amazon.com, Facebook and other digital media platforms
on our business plans and development on your future financial condition.

Revenues:

For
the period from February 25, 2021 (inception) to December 31, 2021, we had no revenues. For the three and nine months ended September
30, 2022, we had revenues of $3,139 and $9,753, respectively. In December 2022, the Company commenced sales on Amazon.com and to date
sales have been minimal. During the nine months ended September 30, 2022, all the Company’s sales were generated in Europe. No
customer accounted for over 10% of sales. The increase in sales was attributable to our marketing efforts. We are not aware of any known
trends or uncertainties that have had or that are reasonably likely to have a material impact on net sales. During the next twelve months,
we plan to place sponsored ads on Amazon.com, Facebook and other digital platforms to create product awareness to drive customers to
our product. If our planned digital advertising campaign fails, or if we are unable to generate enough cash from sales, we will need
to reduce or cease marketing and advertising campaigns. Such action will negatively affect our business, results of operations and financial
condition.

    5

Staff
Comment No. 6

Liquidity
and Capital Resources, page 23

 6. We
                                            note your response to comment 19 that you have removed the referenced language. However,
                                            given your remaining disclosure on page 24 that [t]he amount of the offering will likely
                                            allow [you] to operate for at least one year; and on page 7 that [i]f [you] do not generate
                                            sufficient cash from [y]our intended financing activities and sales, [you] will be unable
                                            to continue [y]our operations, please revise to specify the minimum period of that you are
                                            able to conduct your planned operations using the available capital reserves.

Registrant’s
Response:

We
have revised the language on page 24 of Amended No. 2 as follows:

Our
auditors have issued a “going concern” opinion, meaning that there is substantial doubt if we can continue as an on-going
business for the next twelve months unless we obtain additional capital. No substantial revenues are anticipated until we have implemented
our plan of operations. Our only source for cash at this time is investments by the Selling Shareholders. Our cash resources as of March
16, 2023 of approximately $375,000 will not be sufficien