October 28, 2019

Gary Copperud
Chief Executive Officer
BT Brands, Inc.
2405 Maine Avenue West, Suite 2D
West Fargo, ND 58078

       Re: BT Brands, Inc.
           Amendment No. 1 to
           Registration Statement on Form S-1
           Filed October 18, 2019
           FIle No. 333-233233

Dear Mr. Copperud:

      We have reviewed your amended registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.

       Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe our comments apply to your facts
and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.

       After reviewing any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments. Unless
we note
otherwise, our references to prior comments are to comments in our September 9,
2019 letter.

Form S-1 filed October 18, 2019

Description of Securities, page 58

1.     We note your response to our prior comment 6 and your amended bylaws,
and re-issue the
       comment in part. Please also disclose here whether the exclusive forum
provision applies
       to Securities Act claims. In that regard, we note that Section 22 of the
Securities Act
       creates concurrent jurisdiction for federal and state courts over all
suits brought to enforce
       any duty or liability created by the Securities Act or the rules and
regulations thereunder.
        You may contact Patrick Kuhn, Staff Accountant, at (202) 551-3308 or
Lyn Shenk,
Accounting Branch Chief, at (202) 551-3380 if you have questions regarding
comments on the
financial statements and related matters. Please contact J. Nolan McWilliams,
Attorney-Advisor,
 Gary Copperud
BT Brands, Inc.
October 28, 2019
Page 2

at (202) 551-3217 or Susan Block, Attorney-Advisor, at (202) 551-3210 with any
other
questions.



FirstName LastNameGary Copperud                          Sincerely,
Comapany NameBT Brands, Inc.
                                                         Division of
Corporation Finance
October 28, 2019 Page 2                                  Office of Trade &
Services
FirstName LastName