LAW OFFICES OF LOUIS E. TAUBMAN, P.C.
17 State Street, Suite 1610
New York, New York 10004
(212) 732-7184 Fax: (212) 202-6380
E-mail:lou@louistlaw.com
October 16, 2006
U.S. Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street, N.W.
Washington, D.C. 20549-0303
Attn:
Tangela Richter
Donna Levy
Re:
Edgewater Foods International, Inc.
Form SB-2/A Filed July 20, 2006 File No. 333-135796; Pre-Effective Amendment No. 2 Filed October 10, 2006; and, Pre-Effective Amendment No. 3 Filed October 16, 2006
Dear Ms. Richter:
This letter is provided in response to our telephone conversation this morning with Donna Levy regarding the above-referenced registration statement for our client, Edgewater Foods International, Inc. (the “Company”). Pursuant to our conversation, we included a summary of the terms of Robert Saunders’ employment agreement as Exhibit 10.8 and revised the signature page of the SB-2 to include the signature of the Company’s Acting Chief Financial Officer.
Thank you for your attention to this matter. Please feel free to contact the undersigned if you have any questions regarding the registration statement or this letter.
Very truly yours, | ||
/s/ | Louis Taubman Louis E. Taubman | |
cc: Robert Saunders, CEO Edgewater Foods International, Inc. |