Via Facsimile and U.S. Mail
Mail Stop 03-09


November 23, 2004

Mr. Rob Lipstein
Chief Executive Officer
Ortec International, Inc.
3960 Broadway
New York, NY  10032

Re:	Ortec International, Inc.
Form 8-K filed November 3, 2004
File No. 000-27368

Dear Mr. Lipstein:

We have reviewed your filing and have the following 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 supplemental
information so we may better understand your disclosure.  After
reviewing this information, we may or may not 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 on any other aspect of
our review.  Feel free to call us at the telephone numbers listed at
the end of this letter.

1. We noted that the former accountant "declined to stand for
reappointment" upon completion of its review of your September 30,
2004 financial statements.  As such, the effectiveness of the
declination would appear to have occurred after they advised you of
their intention to decline, please revise your filing to:

a. State the specific date that the former accountant ultimately
declined, as required by Item 304(a)(1)(i) of Regulation S-B.

b. Clarify whether the former accountant "declined to stand for re-
election" (as opposed "declined to stand for reappointment"), as
required by Item 304(a)(1)(i).

c. Update the disclosures required by Item 304(a)(1)(iv) through that
date.

d. File a letter from the former accountant addressing the revised
disclosures.

We urge all persons who are responsible for the accuracy and adequacy
of the disclosure in the filings reviewed by the staff to be certain
that they have provided all information investors require.  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 in the filings reviewed by the staff 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 file your supplemental response and amendment via EDGAR in
response to these comments within 5 business days of the date of this
letter.  Please note that if you require longer than 5 business days
to respond, you should contact the staff immediately to request
additional time.  Direct any questions regarding the above to me at
(202) 942-2902.


							Sincerely,


							Oscar M. Young, Jr.
							Senior Accountant
Mr. Rob Lipstein
Ortec International, Inc.
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