EXHIBIT 23.1
 
                         INDEPENDENT AUDITORS' CONSENT
 
    We consent to the use in Registration Statement No. 33-45671 of Sam & Libby,
Inc. (the "Company") on Form S-8 of our report dated March 22, 1996 (April 26 as
to  Note 2) appearing in Amendment No. 1  to the Annual Report on Form 10-K/A of
Sam & Libby, Inc. for the year ended December 30, 1995.
 
    Our audits of  the financial  statements referred to  in our  aforementioned
report  also included  the financial  statement schedule  of Sam  & Libby, Inc.,
listed in Item 14(a)2. This  financial statement schedule is the  responsibility
of  the Corporation's  management. Our responsibility  is to  express an opinion
based on our  audits. In our  opinion, such financial  statement schedule,  when
considered  in  relation to  the basic  financial statements  taken as  a whole,
presents fairly in all material respects the information set forth therein.
 
New York, New York
July 15, 1996