Research Frontiers Incorporated
240 Crossways Park Drive
Woodbury, New York 11797-2033
Telephone: 516-364-1902
Fax: 516-364-3798


	May 26, 2009

VIA EDGAR

Mr. Matthew Crispino
United States Securities and Exchange
Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, DC 20549

Re: 	Research Frontiers Incorporated
	Form 10-K for Fiscal Year Ended December 31, 2008
        Filed March 10, 2009
	File No. 001-09399

Dear Mr. Crispino:

This letter is in response to your comment
letter dated May 22, 2009 (which is
attached).  For convenience, our response is
numbered to correspond to the comment
number in your comment letter.

Comment No. 1

We note your statement that "the Company's Chairman
and its CEO and CFO concluded that the Company's
disclosure controls and procedures are effective in
timely alerting them to material information relating to
the Company (including its consolidated subsidiary)
required to be included in the Company's periodic SEC
filings."  We note the same language appears in Item 4
of your Form 10-Q for the quarter ended March 31,
2009.  Please tell us, if true, that as of the end of the
periods covered by your Form 10-K and Form 10-Q,your
officers concluded that your disclosure controls and
procedures are designed, and are effective, to ensure that
information required to be disclosed by your company
in the reports you file or submit under the Exchange Act
is recorded, processed, summarized and reported, within
the time periods specified in the Commission's rules and
forms, and are also effective to ensure that information
required to be disclosed in the reports that you file or
submit under the Exchange Act is accumulated and
communicated to your management, including your
chief executive officer and chief financial officer, to
allow timely decisions regarding required disclosure.
See Exchange Act Rule 13a-15(e).  Please confirm that
you will include similar disclosure in your future filings.


This is to confirm that as of the end of the
periods covered by our Form 10-K (December 31, 2008) and
our most recently filed Form 10-Q (March 31, 2009), our
officers concluded that our disclosure controls and
procedures are designed, and are effective, to ensure that
information required to be disclosed by our company
in the reports we file or submit under the Exchange Act
is recorded, processed, summarized and reported, within
the time periods specified in the Commission's rules and
forms, and are also effective to ensure that information
required to be disclosed in the reports that we file or
submit under the Exchange Act is accumulated and
communicated to your management, including our
chief executive officer and chief financial officer, to
allow timely decisions regarding required disclosure.
We also hereby confirm that we will include similar
disclosure in our future filings with the SEC.


Comment No. 2

We note that the identification of the certifying
individuals at the beginning of the certifications required
by Exchange Act Rule 13a-14(a) also includes the titles
of the certifying individuals.  In addition, we note that
you have deleted the language "(the registrant's fourth
fiscal quarter in the case of an annual report)" from
paragraph 4(d) of your Rule 13a-14(a) certifications.
We also note that these same changes appear in the
certifications filed with your quarterly report on Form
10-Q for the quarter ended March 31, 2009.  In future
filings, please be sure that your certifications are in the
exact form as set forth in Item 601(b)(31) of Regulation S-K.
See Staff Alert: Annual Report Reminders (March 4, 2005) at
http://www.sec.gov/divisions/corpfin/cfalerts/cfalert030405.htm

This is to confirm that in our future filings with the SEC,
our certifications filed as Exhibits 31.1 and 31.2 shall be
in the exact form as set forth in Item 601(b)(31) of
Regulation S-K.



Research Frontiers Incorporated (the "Company"
hereby acknowledges that:

1. 	The Company is responsible for the
adequacy and accuracy of the disclosure in
its filings with the Securities and Exchange
Commission;

2.	Staff comments or changes to disclosure
in response to staff comments do not
foreclose the Commission from taking any
action with respect to the filing; and

3.	The Company may not assert staff comments
as a defense in any proceeding initiated by
the Commission or any person under the
federal securities laws of the United
States.


Sincerely,

/s/ Joseph M. Harary

Joseph M. Harary
President, Chief Executive Officer
and General Counsel

                         UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C.  20549


        DIVISION OF
CORPORATION FINANCE


 Mail Stop 4561

                                    May 22, 2009


 Robert L. Saxe
 Chairman and Chief Technology Officer
 Research Frontiers Incorporated
 240 Crossways Park Drive
 Woodbury, New York 11797

Re:  Research Frontiers Incorporated
     Form 10-K for Fiscal Year Ended December 31, 2008
     Filed March 10, 2009
     File No.  001-09399

 Dear Mr. Saxe:

      We have limited our review of your filing to those
 issues we have addressed in our comments.  Where indicated,
 we think you should revise your document in response to
 these comments.  If you disagree, we will consider your
 explanation as to why our comment is inapplicable or a
 revision is unnecessary.  Please be as detailed as necessary in
 your explanation.  In some of our comments, we may ask you
 to provide us with information so we may better understand
 your disclosure.  After reviewing this information, we may
 raise additional comments.

      Please understand that the purpose of our review process
 is to assist you in your compliance with the applicable
 disclosure requirements and to enhance the overall disclosure
 in your filing.  We look forward to working with you in these
 respects.  We welcome any questions you may have about
 our comments or any other aspect of our review.  Feel free to
 call us at the telephone numbers listed at the end of this
 letter.

 Item 9A.  Controls and Procedures

 Conclusions Regarding the Effectiveness of Disclosure
 Controls and Procedures

 1.   We note your statement that "the Company's Chairman
      and its CEO and CFO concluded that the Company's
      disclosure controls and procedures are effective in
      timely alerting them to material information relating to
      the Company (including its consolidated subsidiary)
      required to be included in the Company's periodic SEC
      filings."  We note the same language appears in Item 4
      of your Form 10-Q for the quarter ended March 31,
      2009.  Please tell us, if true, that as of the end of the
      periods covered by your Form 10-K and Form 10-Q,your
      officers concluded that your disclosure controls and
      procedures are designed, and are effective, to ensure that
      information required to be disclosed by your company
      in the reports you file or submit under the Exchange Act
      is recorded, processed, summarized and reported, within
      the time periods specified in the Commission's rules and
      forms, and are also effective to ensure that information
      required to be disclosed in the reports that you file or
      submit under the Exchange Act is accumulated and
      communicated to your management, including your
      chief executive officer and chief financial officer, to
      allow timely decisions regarding required disclosure.
      See Exchange Act Rule 13a-15(e).  Please confirm that
      you will include similar disclosure in your future filings.

 Item 15.  Exhibits, Financial Statement Schedules and
 Reports on Form 8-K

 Exhibits 31.1 and 31.2

 2.   We note that the identification of the certifying
      individuals at the beginning of the certifications required
      by Exchange Act Rule 13a-14(a) also includes the titles
      of the certifying individuals.  In addition, we note that
      you have deleted the language "(the registrant's fourth
      fiscal quarter in the case of an annual report)" from
      paragraph 4(d) of your Rule 13a-14(a) certifications.
      We also note that these same changes appear in the
      certifications filed with your quarterly report on Form
      10-Q for the quarter ended March 31, 2009.  In future
      filings, please be sure that your certifications are in the
      exact form as set forth in Item 601(b)(31) of Regulation
      S-K.  See Staff Alert: Annual Report Reminders (March
      4, 2005) at
      http://www.sec.gov/divisions/corpfin/cfalerts/cfalert030
      405.htm

      Please respond to these comments within 10 business
 days or tell us when you will provide us with a response.
 You may wish to provide us with marked copies of the
 amendment to expedite our review.  Please furnish a cover
 letter with your amendment that keys your responses to our
 comments and provides any requested information.  Detailed
 cover letters greatly facilitate our review.  Please understand
 that we may have additional comments after reviewing your
 amendment and responses to our comments.

      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 Exchange Act of 1934 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.

      In connection with responding to our comments, please
 provide, in writing, a statement from the company
 acknowledging that:

 -    the company is responsible for the adequacy and
      accuracy of the disclosure in the filing;

 -    staff comments or changes to disclosure in response to
      staff comments do not foreclose the Commission from
      taking any action with respect to the filing; and

 -    the company may not assert staff comments 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 our review of
 your filing or in response to our comments on your filing.

      Please direct any questions to Ryan Houseal, Attorney-
 Advisor, at (202) 551-3105 or, in his absence, to me at (202)
 551-3456.  If you require further assistance, you may contact
 Barbara C. Jacobs, Assistant Director, at (202) 551-3735.

                                    Sincerely,



                                    Matthew Crispino
                                    Staff Attorney

 cc:  Via Facsimile (516) 364-3798
      Joseph M. Harary, Esq.
      President, Chief Executive Officer and General Counsel
      Research Frontiers Incorporated