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Form 4 Filed by Vicis Capital Master Fund on April 11, 2008


This form 4 (insider trading filing) was submitted to the Securities and Exchange Commission (SEC) by insider Vicis Capital Master Fund on April 11, 2008. The CIK number of this insider is 1365954. At the time of this reporting, Vicis Capital Master Fund is the 10% Owner of Beverage Compny . See all insider stock transactions reported by Vicis Capital Master Fund and all stock buys, sales, and option exercises made by insiders at Beverage Compny . The stock ticker symbol of Beverage Compny is UFBV.
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Vicis Capital, LLC
(Last) (First) (Middle)
126 EAST 56TH STREET, TOWER 56,
SUITE 700
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL FOOD & BEVERAGE COMPNY [ UFBV.PK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/04/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, $0.0001, par value per share 05/04/2007 P 81,852 A $0.32 3,889,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/07/2007 P 43,000 A $0.35 3,932,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/10/2007 P 45,000 A $0.28 3,977,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/11/2007 P 30,000 A $0.28 4,007,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/15/2007 P 100,000 A $0.29 4,107,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/18/2007 P 200,000 A $0.27 4,307,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/29/2007 P 5,000 A $0.24 4,312,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 05/31/2007 P 400,000 A $0.27 4,712,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 06/07/2007 P 120,000 A $0.07 4,832,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 06/11/2007 P 150,000 A $0.08 4,982,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 06/12/2007 P 50,000 A $0.08 5,032,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 06/22/2007 P 200,000 A $0.06 5,232,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 06/29/2007 P 600,000 A $0.07 5,832,265 I ( 1 ) By Vicis Capital Master Fund
Common Stock, $0.0001, par value per share 07/10/2007 P 100,000 A $0.04 5,932,265 I ( 1 ) By Vicis Capital Master Fund
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Senior Secured Convertible Note $0.03 ( 2 ) 11/30/2007 Common Stock 23,304,449 23,304,449 I ( 1 ) By Vicis Capital Master Fund
Senior Secured Convertible Note $0.1 ( 2 ) 11/30/2007 Common Stock 10,000,000 10,000,000 I ( 1 ) By Vicis Capital Master Fund
Series SN Common Stock Purchase Warrant $0.01 ( 2 ) 06/22/2011 Common Stock 5,309,313 5,309,313 I ( 1 ) By Vicis Capital Master Fund
Series WCN Common Stock Purchase Warrant $0.01 ( 2 ) 11/30/2011 Common Stock 66,261,221 66,261,221 I ( 1 ) By Vicis Capital Master Fund
1. Name and Address of Reporting Person*
Vicis Capital, LLC
(Last) (First) (Middle)
126 EAST 56TH STREET, TOWER 56,
SUITE 700
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
1. Name and Address of Reporting Person*
Vicis Capital Master Fund
(Last) (First) (Middle)
126 EAST 56TH STREET, TOWER 56,
SUITE 700
(Street)
NEW YORK NY 10022
(City) (State) (Zip)
Explanation of Responses:
1. Represents the indirect holdings of Vicis Capital LLC. All of the foregoing represents securities held directly by Vicis Capital Master Fund. Vicis Capital LLC acts as investment advisor to Vicis Capital Master Fund and therefore has voting and dispositive power over all the foregoing shares. For the purposes of Rule 13d-3 under the Securities Exchange Act of 1934, as amended, Vicis Capital LLC may be deemed to be the beneficial owner of, but hereby disclaims such beneficial ownership of, the foregoing shares.
2. Immediately.
/s/ Keith Hughes, Chief Operating Officer, Vicis Capital LLC 04/10/2008
/s/ Keith Hughes, Authorized Representative, Vicis Capital Master Fund 04/10/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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