EXHIBIT 15



                           ACCOUNTANT'S ACKNOWLEDGMENT


We  acknowledge the incorporation by reference in the Registration Statements on
Form  S-3 (filed in October 2000 and March 2001) and Form S-8 (filed in November
1997)  of  Penn  Octane  Corporation  of our report dated December 4, 2003 which
appears  on  page 3 of the Quarterly Report on Form 10-Q/A for the quarter ended
October  31,  2003.


                      /s/ BURTON MCCUMBER & CORTEZ, L.L.P.


Brownsville,  Texas
May  21,  2004



                                       39