SecProbe.io

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                Vedder, Price, Kaufman & Kammaholz, P.C.
                            805 Third Avenue
                       New York, New York 10022
                              212-407-7700
                       Facsimile: 212-407-7799
                            Steven R. Berger
                              212-407-7714
                        sberger@vedderprice.com

                                                  May 2, 2005

U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549
Attention:  Larry Spirgel, Assistant Director
            O. Nicole Holden, Staff Accountant

Re:	Touchstone Applied Science Associates, Inc.
        File No. 001-16689
        -------------------------------------------

Ladies and Gentlemen:

      On behalf of Touchstone Applied Science Associates,
Inc. (the "Company"), I am hereby providing the following
responses to your letter, dated April 12, 2005, setting
forth certain comments regarding the Company's disclosure
contained in its Annual Report on Form 10-KSB for the
fiscal year ended October 31, 2004 (the "2004 10-K"), and
its Quarterly Report on Form 10-QSB for the fiscal quarter
ended January 31, 2005 (the "2005 10-Q").  The paragraphs
below are numbered to correspond to the numbered paragraphs
in your letter.

Item 8A. Controls and Procedures
--------------------------------

      1.   The Company has reviewed its controls and
procedures and the evaluation process conducted prior to
the filing of the 2004 10-K.  The Company has concluded
that its disclosure controls and procedures were effective
as of October 31, 2004 and as of January 31, 2005.

      2.   The Company will revise Item 8A of the 2004 10-K
to remove the qualifying language and state its conclusion
that the disclosure controls and procedures were effective
at the reasonable assurance level.

      3.   The Company will revise its discussion of
internal controls in the 2004 10-K and the 2005 10-Q to
state that (a) there were no changes in the Company's
internal controls that could materially affect the internal
controls, and (b) there were no such changes during the
last fiscal quarter.

Rule 13a-14(a) Certifications
-----------------------------

      4.   The certifications attached to the 2004 10-K and
the 2005 10-Q will be amended to correct the respective
dates of the periods reviewed and the dates as of which the
evaluations were conducted.

Note 1 - Organization and Significant Accounting Policies
---------------------------------------------------------

Revenue Recognition, page F-13
------------------------------

      5.   The following discussion describes the Company's
revenue recognition policies with respect to software
products, a state alternative assessment contract, and
other assessment products:

           (a) Sales of software products in Fiscal 2004
were $155,700, or 1.4% of total revenues for the year.  In
Fiscal 2003, software sales were $196,100, or 2% of total
revenues for the year.  The Company recognizes revenues
from software pursuant to the provisions of SOP 97-2
("Software Revenue Recognition," October 1997), as modified
by SOP 98-9 ("Modification of SOP 97-2, Software Revenue
Recognition, With Respect to Certain Transactions",
December 1998), which calls for the recognition of revenues
when the collectibility of payment is probable, the selling
price is fixed or determinable, persuasive evidence of an
arrangement exists, and delivery of the software has
occurred.  The Company sells three (3) software products
that generate software revenue:

           (i)   Booklink - this software product
     matches books with students according to interest and
     reading ability; the product retails for $99.00.
     Booklink does not require any maintenance by the
     Company after sale, and there is no annual fee after
     the initial sale.

           (ii)  EZ Converter - this software product
     allows teachers to score the Company's assessment
     products by hand, enter the raw score results into the
     program, and then produce a report of the class scores
     and the scale of scores.  EZ Converter sells at prices
     ranging from $31 to $55, depending upon the number of
     students.  The Company provides no software support
     for EZ Converter.

     Sales of Booklink and EZ Converter were $131,700 in
     Fiscal 2003, and $98,200 in Fiscal 2004.  Neither
     Booklink nor EZ Converter requires production of any
     materials, any alteration or any customization in
     order for the Company to complete a sale.
     Accordingly, revenue on Booklink and EZ Converter is
     recognized upon delivery of the software to the
     customer.

           (iii) SER+ -- SER+ is a software package that
     allows a school district to do its own scanning,
     scoring and reporting.  SER+ sells for $25,000 plus
     out-of-pocket installation costs.  The Company
     recognizes the revenue from the sale of SER+ upon
     installation and implementation of the product.  After
     the first year, the Company charges the user a $2,500
     annual maintenance fee, consisting of software support
     and product updates.  The fair value of the software
     and the related installation is recognized as revenue
     upon completion of the installation in accordance with
     SOP 97-2.

     The Company installed one SER+ system in Fiscal 2003
     and one in Fiscal 2004.  Revenues from the sale of
     SER+ (including the yearly maintenance fee) were
     $64,415 in Fiscal 2003 and $57,500 in Fiscal 2004.

           (b) The state contract associated with the
development of custom tests for alternative assessment is a
cost-plus contract.  Each month, the Company invoices the
state for the Company's actual costs incurred during that
month, plus the contract mark-up rate.  Costs include
direct labor (both employee expenses and expenses of
independent contractor engaged for the particular project),
out-of-pocket disbursements, and materials.

           (c) The Company follows the guidance of SAB 104
("Revenue Recognition," December 2003) and, accordingly,
recognizes revenue on its products when the revenues have
been realized or become realizable and have been earned.
For these services and products, title passes to the
customer and revenue is recognized as follows:

           (i)   Proprietary tests--when the tests and
     testing materials shipped; however, the customer has
     title to the physical testing materials, but the
     content of the tests remains the intellectual property
     of the Company;

           (ii)  Scoring reports-in accordance with the
     scoring contract, but generally when the scoring
     services are complete;

           (iii) Custom tests-in accordance with the
     contract, but generally upon completion of the custom
     test development services or performance of the
     requested consulting services.

Note 4-Leases, page F-19
------------------------

      6.   After reviewing the sale-leaseback transaction of
the Company's headquarters which occurred in July 2003, the
Company has now concluded that its accounting treatment of
such transaction was inconsistent with the accounting
literature.  The Company will revise its accounting
treatment of the sale-leaseback transaction to rectify such
inconsistencies, and will be restating the financial
statements affected by this transaction accordingly.
Specifically, the Company will amortize the gain from the
sale-leaseback transaction over the ten-year term of the
lease, in accordance with SFAS 13 ("Accounting for Leases,"
November 1976), Paragraph 33, rather than recording the
entire gain in the third quarter of Fiscal 2003.

Note 5-Test passage bank and test development, page F-20
--------------------------------------------------------

      7.   In 1995, the Company had extensive discussions
and correspondence with the SEC (Ms. Mary Mast and Ms.
Teresa Iannaconi) with respect to the proper accounting
treatment of the Company's Test Passage Bank.  The
Company's accounting treatment of the Test Passage Bank
since then has been consistent with the understanding
reached with the SEC at that time.  The principal elements
of such agreed-upon accounting treatment are as follows:

           (a) The Test Passage Bank consists of reading
passages written, edited and calibrated (described in (b)
below) by the Company to be included in its proprietary
tests.  Once a test passage has been calibrated, it is
entered into the Test Passage Bank where it has a
significant useful life (discussed below).  The production
of a set of test passages for the Test Passage Bank does
not constitute software development and is not research and
development (as such term is used in SFAS 2).  It is
important to recognize that test passages are distinct from
tests.  Test passages are written and calibrated each year.
The Company's proprietary tests are created by selecting
the appropriate test passages, based on grade level and
difficulty, to satisfy the criteria of a contract or the
criteria specified by a state or school district for a
particular age level.

           (b) A test passage is produced over a period of
time (approximately two years) prior to its inclusion in
the Test Passage Bank.  The parameters of the process of
writing test passages have been well-established by the
Company and have been in continuous use for more than 20
years.  Test passages must be written and edited to certain
specifications, pass several external reviews for bias and
technical quality, and be field-tested in calibration
studies.  Calibration entails (i) the administration of
multiple experimental test forms to sample populations of
students, and (ii) the performance of statistical analyses
to place the test passages on a common scale of text
difficulty.  The Company's objective is to include test
passages in the Test Passage Bank which cover a broad range
of skill levels.  No test passage can be used in an
operational form of a proprietary test until it has
completed the development and calibration cycle.

           (c) Accordingly, both the cost of production of
each test passage and the cost of calibration of each test
passage are direct costs incurred during the two-year
development period for each such test passage.  These costs
include direct labor costs of employees and the costs of
consultants and independent contractors who are engaged for
a specific project.  These costs are incurred prior to the
availability of a test passage for use in the Company's
proprietary tests.  The Company believes that in order to
achieve a proper matching of expenses and revenues, it is
appropriate to capitalize the costs incurred during the
two-year period when a test passage is being written and
calibrated, and then to amortize such costs over the useful
life of a test passage.

           (d) Each test passage is used for an extended
period of time.  The Company's proprietary tests are sold
in three forms:  contract secure, catalog and practice.
Pursuant to contracts with various states, the Company is
required to produce secure tests, i.e., tests that consist
of test passages that are not being used anywhere in any
other form of the Company's tests.  The secure test passage
is generally used in up to four annual administrations of
the test pursuant to that contract.  Thereafter, the test
passage is included in proprietary tests sold through the
Company's catalog, for a period of approximately seven
years.  Thereafter, the test passages are included in
practice tests, sold through the Company's catalog, to
provide instructive materials for teachers preparing
students for the Company's proprietary test.

           (e) The Company records how many times each test
passage is used, whether in a secure test, a catalog test
or a practice test.  The Company attempts to use each test
passage a similar number of times, and also limits the
total number of times that a particular test passage is
used.
           (f) As compared to the costs incurred to produce
a test passage, the costs incurred to produce an actual
physical test are expensed as part of the Company's cost of
goods sold.  Cost of goods sold for a test include labor
costs for physical assembly of the test, printing costs,
and distribution and shipping costs.

           (g) In 1995, the SEC agreed with the Company
that, after developing a test passage over a two-year
period, the useful life of a test passage is eleven (11)
years:  4 years in secure tests, and 7 years in catalog
tests.  Accordingly, the costs incurred in developing and
calibrating the test passage during the initial two-year
period are capitalized, and then such costs are amortized
over an 11-year period.  Such amortization is complete at
the time the test passage is removed from catalog tests and
included in practice tests.  The capitalized costs do not
include the expenses of producing a physical test, as
discussed in paragraph (f) above.

                            *   *   *

      The Company will amend its financial statements, and
the corresponding periodic reports filed with the SEC, in
accordance with the statements made above in this response
letter.  The Company anticipates that it will make such
amended filings no later than the time it files its
Quarterly Report on Form 10-QSB for the fiscal quarter
ended April 30, 2005.

      If you have additional questions or would like further
information, please do not hesitate to contact Andrew
Simon, President of the Company at (845) 277-8100, or the
undersigned, at (212) 407-7714.  Thank you very much.

                                                  Very truly yours,

                                                  /s/STEVEN R. BERGER
                                                  -------------------
                                                  Steven R. Berger

cc:   Andrew L. Simon, President
      Touchstone Applied Science Associates, Inc.

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