Mail Stop 6010

								August 29, 2005


Mr. Harmel S. Rayat
Chief Executive Officer
Phytomedical Technologies, Inc.
1628 West 1st Avenue, Suite 216
Vancouver, British Columbia V6J 1G1
Canada

	Re:	Phytomedical Technologies, Inc.
		Registration Statement on Form SB-2
		Filed August 18, 2005
		File No. 333-127650

Dear Mr. Rayat:

	This is to advise you that we are not conducting a full
review of
the above registration statement.  However, we will be reviewing
the
accounting disclosure in your Form 10-KSB for the period ended
December 31, 2004.  You will receive our accounting comments under
separate cover.  All comments will need to be fully resolved
before we
act on a request for acceleration of the effectiveness of the
registration statement.

	Also, please note you are required to include the signature
of
the controller or principal accounting officer, and that
individual`s
signature should be captioned as such.  See Instructions 1 and 2
to
the Signatures section of Form SB-2.  Please amend the Form SB-2
to
include such a signature and caption.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing
includes all information required under the Securities Act of 1933
and
that they have provided all information investors require for an
informed investment decision.  Since the company and its
management
are in possession of all facts relating to a company`s disclosure,
they are responsible for the accuracy and adequacy of the
disclosures
they have made.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert staff comments and the declaration of
effectiveness as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the
United States.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division
of Corporation Finance in connection with our review of your
filing or
in response to our comments on your filing.

	We will consider a written request for acceleration of the
effective date of the registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering of
the securities specified in the above registration statement.  We
will
act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

	We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

	Please contact Greg Belliston at (202) 551-3861 or me at
(202)
551-3715 with any questions.

								Sincerely,



								Jeffrey P. Riedler
								Assistant Director

cc:	Joseph Sierchio, Esq.
	Sierchio Greco & Greco, LLP
	720 Fifth Avenue
	New York, New York 10019
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Mr. Harmel S. Rayat
Phytomedical Technologies, Inc.
August 29, 2005
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