Exhibit 23.1

	§ Ernst & Young Centre    680 George Street    Sydney NSW 2000    Australia	§ Tel    Fax    Dx	61 2 9248 5555 61 2 9248 5959 Sydeny Stock Exchange 10172
	GPO Box 2646    Sydney NSW 2001

Consent of Independent Registered Public Accounting Firm

We consent to the incorporation by reference in the Registration Statement (Post-Effective Amendment No.3 to Form S-1 No. 333-109129 on Form S-3 and Form S-3 for the registration of 9,268,195 shares of common stock) of Marshall Edwards, Inc. and in the related Prospectuses of our report dated 13 August, 2004, with respect to the consolidated financial statements of Marshall Edwards, Inc., included in the Annual Report (Form 10-K) for the year ended June 30, 2006.

/s/ Ernst & Young

Sydney, Australia
August 30, 2006

Liability limited by the Accounts Scheme, approved
under the Professional Standards Act 1994 (NSW)