Exhibit 23.1

INDEPENDENT  AUDITORS'  CONSENT


We  consent  to  the incorporation by reference in the registration statement on
Form  S-8  (Registration  No.  333-16939)  of our report dated February 18, 2004
relating  to our audit of the financial statements of Clean Diesel Technologies,
Inc. included in the 2003 annual report on Form 10-K.



Eisner LLP
New York, New York
March 24, 2004