EXHIBIT 10.9


                                               2700 N. Military Trail, Suite 200
                                                       Boca Raton, Florida 33431
                                                               Tel. 561-939-1275
                                                               Fax. 561-826-8100
                                                        e-mail:info@sherbcpa.com
                                                 Offices in New York and Florida
________________________________________________________________________________
Certified Public Accountants





               CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT

We consent to the incorporation in this  Registration  Statement on Form SB-2/A,
of our report dated July 22, 2005 for the period  ended April 30, 2005  relating
to  the  balance  sheet  of  Sunwin  International  Neutraceuticals,   Inc.  and
Subsidiaries  as of April 30, 2005 and the  related  statements  of  operations,
stockholders'  equity,  and cash flows for the years  ended  April 30,  2005 and
2004. We also consent to the  reference to our firm under the caption  "Experts"
in the Prospectus.





                                                /s/Sherb & Co, LLP
                                                --------------------------------
                                                Sherb & Co., LLP
                                                Certified Public Accountants



Boca Raton, Florida
October 2, 2005