Blue
Holdings, Inc.
4901
Zambrano Street
Commerce,
CA 90040
February
25, 2009
Securities
and Exchange Commission
Division
of Corporation Finance
Washington,
DC 20549
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Re.:
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Registration
Statements on Form S-8
Registration
Nos. 333-143111 and 333-147873
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Ladies
and Gentlemen:
The undersigned hereby requests that
the securities registered on the above-referenced registration statements be
deregistered.
Registration
Statement No. 333-143111 relates to 1,000,000 shares issuable pursuant to a
letter agreement dated May 11, 2007 with William Adams, a consultant to Blue
Holdings, Inc. (the “Company”) and registration statement No.333-147873 relates
to options to purchase 625,000 shares granted to Glenn Palmer, the Company’s
former director and chief executive officer, pursuant to an option agreement
dated July 24, 2007. None of the securities so registered has been
issued.
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Very
truly yours,
/s/ Paul
Guez
Paul
Guez
Chairman |