Marani Brands, Inc.
13152 Raymer Street, Suite 1A
North Hollywood, CA 91605
May 22, 2008
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
Attention: Ethan Horowitz, Staff Accountant
| Re: | Marani Brands, Inc. Item 4.01 Form 8-K Filed May 9, 2008 File No. 333-123176 |
Dear Mr. Horowitz:
The following responses address the comments of the reviewing Staff of the Commission (the “Staff”) as set forth in its most recent letter relating to the Form 8-K of Marani Brands, Inc. This response letter accompanies the filling of the Company’s Form 8-K/A.
Form 8-K, filed, May 9, 2008
| 1. | In accordance with Item 304(a)(1)(iii) of Regulation S-K, please amend your filing to disclose, if true, that the decision to change independent accountants was approved by your board of directors |
Response
We have added the required language as it appears on the Form 8-K/A
| 2. | Please file a letter from your former independent accountant as an Exhibit 16 in accordance with Item 304(a)(3) of Regulation S-K. This letter should reflect their agreement or disagreement with the disclosures in your amended Form 8-K filing. |
Response
We have obtained and attached as Exhibit 16.1 to the Form 8-K/A the required new letter from the former independent accountant.
Also, we acknowledge that: (i) we are responsible for the adequacy and accuracy of the disclosure in the filing; (ii) staff comments or changes to disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the filing; and (iii) we 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.
Sincerely yours, /s/ Margrit Eyraud By: Margrit Eyraud Chief Executive Officer |