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Letterhead of Kane Kessler, P.C.
  1350 Avenue of the Americas, 26th Floor
  New York, New York 10019

May 26,
2005

VIA EDGAR

Securities
and Exchange Commission

450 Fifth Street, NW

Washington, D.C. 20549

Attention: Peggy A. Fisher - Assistant Director

Re:Langer, Inc.

Amendment No. 6 to Registration Statement on Form S-1

Filed May 25, 2005

File
No. 333-120718

Dear
Ms. Fisher:

        On
behalf of Langer, Inc. ("Langer" or the "Company"), we hereby submit in electronic format to the Securities and Exchange Commission (the "Commission") the Company's responses,
previously submitted supplementally, to the Staff's comments contained in the Commission's letters of comment dated April 19, 2005 and May 10, 2005, as well as to requests of the Staff
made during various telephone conference calls held subsequent to the Company's filing of Amendment No. 4 to the Registration Statement on April 14, 2005.

        Please
feel free to contact me at (212) 519-5115, with any questions regarding the foregoing.

Very truly yours,

Steven E. Cohen

Enclosure

Response #1 to SEC Comment Letter
  Dated April 19, 2005

   Form S-1

Financial Statements

Note 6.    Long-Term Debt—Page F-20

1.Refer to our prior comment 9. We see you indicate you account for the protection payment and the impact of the protection payment on the $3 Million Note as
embedded derivative instruments under Statement 133. Please supplementally provide us with the specific paragraphs therein (or provide us with references to other authoritative generally accepted
accounting principles) that support accounting for these contractual terms as derivatives. Tell us (quantify) how your financial statements would change if the "embedded derivatives" were accounted
for as contingencies under Statement 5 rather than derivatives. Finally, revise this note to clarify, if true, that what you are accounting for is (a) the "protection payment", which relates to
the $7.5 Million Note and (b) the impact on the $3 Million Note of the protection payment as well as the timing of any repayment on the notes. Also, revise the filing to better describe your
accounting for both the Notes and the protection payment. We may have further comments after reviewing your response and revisions.

The
Company accounted for the Protection Payment embedded in the $7.5 Million Note and the reduction of the Protection Payment embedded in the $3.0 Million Note as embedded derivative instruments in
accordance with paragraphs 12 and 13 of SFAS 133, as amended. The Protection Payment satisfies the criteria of paragraph 12 because the Protection Payment would modify the cash flow that
would be required by the host contract whether unconditional or contingent, upon the occurrence of specified events. While the Protection Payment alters net interest payments that would be paid,
making the Protection Payment closely related to the debt host contract as defined in paragraph 13, the Protection Payment satisfies the condition provided in paragraph 13(b) in that the
Protection Payment could at least double the initial rate of return of the debt host and could result in a rate of return that is at least twice what the market return would otherwise be for a
contract with terms similar to the debt host contract.

Hypothetically,
if the Company were to account for the Protection Payment as contingencies in accordance with SFAS 5, the Company would have recorded a "loss contingency" of $1 million with
respect to Protection Payment embedded in the $7.5 Million Note since, prior to the issuance of the consolidated financial statements, the Company had elected to increase the principal balance of the
$7.5 Million Note by $1.0 million, thus meeting the standard of probable and estimable. Since the reduction of the Protection Payment embedded in the $3.0 Million Note would have represented a
"gain contingency," no amount would be reflected in the consolidated financial statements in accordance with paragraph 17 of SFAS 5, and only disclosure of the gain contingency would be made in
the notes to the consolidated financial statements.

The
Company has revised Note 6 to the consolidated financial statements in response to the Staff's comment to clarify what the Company is accounting for is (1) the Protection Payment,
which relates to the $7.5 Million Note and (2) the impact on the $3.0 Million Note of the Protection Payment as well as the timing of any repayment on the notes. We have also revised
Note 6 to the consolidated financial statements to better describe the accounting for the notes and the Protection Payment. Please see the marked changes on page F-22.

2

Attachment A
  to
  Response #1 to SEC Comment Letter
  Dated April 19, 2005

law. Financial covenants under the $7.5 Million Note require that Silipos maintain a tangible net worth of at least $4.5 million and prohibits the Company from incurring
any additional indebtedness except to borrow up to $3.5 million for working capital, any amounts that would have been required to be paid for the purchase of Poly-Gel pursuant to
the Put Option, and equipment or capital leases up to a maximum of $500,000.

The
$3.0 Million Note provides for a default interest rate of 11% per annum escalating by 3% per annum every 90 days thereafter up to the maximum rate permitted by law. A default under the $7.5
Million Note constitutes a default under the $3.0 Million Note. The $3.0 Million Note will be reduced by half of any Protection Payment actually made pursuant to the $7.5 Million Note if both the $7.5
Million Note and the $3.0 Million Note are repaid prior to March 31, 2006.

The
Company accrued interest expense of $103,125 and $41,250 with respect to the $7.5 Million Note and the $3.0 Million Note, respectively in 2004.

The
Company recorded the $7.5 Million Note and the $3.0 Million Note at their face value which represented the fair value of the notes on their date of issuance. The Company determined that the
Protection Payment relating to the $7.5 Million Note and the potential reduction of the principal amount of the $3.0 Million Note by the Protection Payment represent embedded derivative instruments
and thus accounted for them under SFAS 133 by fair valuing and subsequently marking both derivative instruments to market through earnings. As of December 31, 2004, management determined
that there were two possible scenarios:

(i)that
the Company's proposed offering of 5,000,000 shares of common stock would be successfully completed and that a portion of the proceeds would be utilized to repay both the
$7.5 Million Note and the $3.0 Million Note prior to March 31, 2006; or

(ii)that
the proposed offering would not be completed and that the Company would not be able to meet its obligations under the two notes.

Further,
management determined at the valuation date that it would not be able to prepay the $7.5 Million Note by March 31, 2005, thus requiring a Protection Payment (see Note 15,
"Subsequent Event"). Management also gave a probability weighting to the two possible alternatives to making the Protection Payment in its analysis.

The
derivative instruments embedded in the $7.5 Million Note and the $3.0 Million Note were valued using the discounted cashflow method. The Company projected expected payments of
interest and principal as of December 31, 2004 (the Valuation Date) and discounted the payments to present value at a discount rate reflected in the inherent level of risk. The same discount
rate was used for each derivative instrument since management believes that the same risk of not completing the offering was applicable to both derivative instruments.

The
derivatives are embedded in each note, because to the extent there is a payment made pursuant to the $7.5 Million Note, there is a derivative relating to the potential reduction of the
principal of the $3.0 Million Note based upon the repayment of both notes by March 31, 2006. Thus, each component of the Protection Payment was fair valued. The Company recorded $486,000
as an increase in the basis of the $7.5 Million Note to record the estimated fair value of the Protection Payment liability under the $7.5 Million Note at December 31, 2004. Additionally, the
Company recorded $263,000 as a reduction of the basis of the $3.0 Million Note, to record the estimated fair value of the Protection Payment under the $3.0 Million Note at December 31, 2004.
The Company believes that it will not be able to prepay the $7.5 Million Note in full by March 31, 2005, and on March 15, 2005, the Company provided notice to the Seller to increase the
principal balance by the $1 million Protection Payment as of April 1, 2005.

2

Response #2 to SEC Comment Letter
  Dated April 19, 2005

Form S-1

Financial Statements

Note 6. Long-Term Debt—Page F-20

1.Refer to our prior comment 9. We see you indicate you account for the protection payment and the impact of the protection payment on the $3 Million Note as
embedded derivative instruments under Statement 133. Please supplementally provide us with the specific paragraphs therein (or provide us with references to other authoritative generally accepted
accounting principles) that support accounting for these contractual terms as derivatives. Tell us (quantify) how your financial statements would change if the "embedded derivatives" were accounted
for as contingencies under Statement 5 rather than derivatives. Finally, revise this note to clarify, if true, that what you are accounting for is (a) the "protection payment", which relates to
the $7.5 Million Note and (b) the impact on the $3 Million Note of the protection payment as well as the timing of any repayment on the notes. Also, revise the filing to better describe your
accounting for both the Notes and the protection payment. We may have further comments after reviewing your response and revisions.

The
Company accounted for the Protection Payment embedded in the $7.5 Million Note and the reduction of the Protection Payment embedded in the $3.0 Million Note as embedded derivative instruments in
accordance with paragraphs 12 and 13 of SFAS 133, as amended. The Protection Payment satisfies the criteria of paragraph 12 because the Protection Payment would modify the cash flow that
would be required by the host contract whether unconditional or contingent, upon the occurrence of specified events. While the Protection Payment alters net interest payments that would be paid,
making the Protection Payment closely related to the debt host contract as defined in paragraph 13, the Protection Payment satisfies the condition provided in paragraph 13(b) in that the
Protection Payment could at least double the initial rate of return of the debt host and could result in a rate of return that is at least twice what the market return would otherwise be for a
contract with terms similar to the debt host contract. Additionally, the Company considered paragraphs 61(a) and (c) in determining that paragraph 13(b) was the applicable literature
followed with respect to the Protection Payment. Paragraph 61(a) in effect relies upon the criteria established under paragraph 13(b). Paragraph 61(c) does not apply because the
Protect Payment does not result from the creditworthiness of the debtor (Company) but rather is a yield enhancement payment to the note holder. Further, the interest rate increases over the term of
the loan are attributable to the passage of time and are not tied to its credit risk related covenants, a change in the debtors published credit rating,or a change in the debtor's creditworthiness
indicated by a change in its interest rate spreads over treasury bonds.

Hypothetically,
if the Company were to account for the Protection Payment as contingencies in accordance with SFAS 5, the Company would have recorded a "loss contingency" of $1 million with
respect to Protection Payment embedded in the $7.5 Million Note since, prior to the issuance of the consolidated financial statements, the Company had elected to increase the principal balance of the
$7.5 Million Note by $1.0 million, thus meeting the standard of probable and estimable. Since the reduction of the Protection Payment embedded in the $3.0 Million Note would have represented a
"gain contingency," no amount would be reflected in the consolidated financial statements in accordance with paragraph 17 of SFAS 5, and only disclosure of the gain contingency would be made in
the notes to the consolidated financial statements.

The
Company has revised Note 6 to the consolidated financial statements in response to the Staff's comment to clarify what the Company is accounting for is (1) the Protection Payment,
which relates to the $7.5 Million Note and (2) the impact on the $3.0 Million Note of the Protection Payment as well as the timing of any repayment on the notes. We have also revised
Note 6 to the consolidated financial statements to better describe the accounting for the notes and the Protection Payment. Please see the marked changes on page F-22.

2

Attachment A
  to
  Response #2 to SEC Comment Letter Dated April 19, 2005

law. Financial covenants under the $7.5 Million Note require that Silipos maintain a tangible net worth of at least $4.5 million and prohibits the Company from incurring
any additional indebtedness except to borrow up to $3.5 million for working capital, any amounts that would have been required to be paid for the purchase of Poly-Gel pursuant to
the Put Option, and equipment or capital leases up to a maximum of $500,000.

The
$3.0 Million Note provides for a default interest rate of 11% per annum escalating by 3% per annum every 90 days thereafter up to the maximum rate permitted by law. A default under the $7.5
Million Note constitutes a default under the $3.0 Million Note. The $3.0 Million Note will be reduced by half of any Protection Payment actually made pursuant to the $7.5 Million Note if both the $7.5
Million Note and the $3.0 Million Note are repaid prior to March 31, 2006.

The
Company accrued interest expense of $103,125 and $41,250 with respect to the $7.5 Million Note and the $3.0 Million Note, respectively in 2004.

The
Company recorded the $7.5 Million Note and the $3.0 Million Note at their face value which represented the fair value of the notes on their date of issuance. The Company determined that the
Protection Payment relating to the $7.5 Million Note and the potential reduction of the principal amount of the $3.0 Million Note by the Protection Payment represent embedded derivative instruments
and thus accounted for them under SFAS 133 by fair valuing and subsequently marking both derivative instruments to market through earnings. As of December 31, 2004, management determined
that there were two possible scenarios:

(i)that
the Company's proposed offering of 5,000,000 shares of common stock would be successfully completed and that a portion of the proceeds would be utilized to repay both the
$7.5 Million Note and the $3.0 Million Note prior to March 31, 2006; or

(ii)that
the proposed offering would not be completed and that the Company would not be able to meet its obligations under the two notes.

Further,
management determined at the valuation date that it would not be able to prepay the $7.5 Million Note by March 31, 2005, thus requiring a Protection Payment (see Note 15,
"Subsequent Event"). Management also gave a probability weighting to the two possible alternatives to making the Protection Payment in its analysis.

The
derivative instruments embedded in the $7.5 Million Note and the $3.0 Million Note were valued using the discounted cashflow method. The Company projected expected payments of
interest and principal as of December 31, 2004 (the Valuation Date) and discounted the payments to present value at a discount rate reflected in the inherent level of risk. The same discount
rate was used for each derivative