SecProbe.io

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                          [ LETTERHEAD OF REGISTRANT ]

                                  June 7, 2005

VIA EDGAR AND UPS RED
---------------------

Gary Todd, Reviewing Accountant
Securities and Exchange Commission
Division of Corporate Finance
Mail Stop 03-06
450 Fifth Street, N.W.
Washington, D.C. 20549-0306

                  Re:      Imaging Diagnostic Systems, Inc.
                           Form 10-K for the Fiscal Year Ended June 30, 2004
                           Filed September 17, 2004
                           Quarterly Report on Form 10-Q for the period ended
                           December 31, 2004
                           File No.:  000-26028
                           SUPPLEMENTAL RESPONSES-REDACTED VERSION*

Dear Mr. Todd:

     In connection with the review of the above-captioned Form 10-K and Form
10-Q for Imaging Diagnostic Systems, Inc. (the "Company" or "IDSI"), we are
responding to your comments requiring a supplemental response as set forth in
your letter dated April 7, 2005, to Allan L. Schwartz, Executive Vice President
and Chief Financial Officer of the Company, which was received in our office by
Fax on April 8, 2005. This redacted version of our letter of supplemental
responses has also been filed with the Commission as correspondence via EDGAR
earlier today.

Form 10-K for the Fiscal Year Ended June 30, 2004

Statement of Cash Flows - Page F-14
-----------------------------------

     7.   In the revision to our cash flow statement to include inventory
          valuation adjustment as a reconciling item to net loss, the inventory
          change has now been reflected as a cash outflow and complies with the
          guidance provided in FAS 95.

     8.   The sum of $492,701 was cash proceeds received through the exercise of
          incentive stock options.  The proceeds were recorded correctly in cash
          flows from

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Securities and Exchange Commission
Division of Corporate Finance
June 7, 2005
Page 2

          financing activities and that same amount was also erroneously entered
          through a typographical error in supplemental  disclosures of non-cash
          investing and financing  activities.  The  correction  was made in our
          amended  filing  so  our  cash  flow  statement  is now  presented  in
          compliance with the guidance provided in FAS 95.

Note 2(b) Revenue Recognition - Page F-17
-----------------------------------------

     9.   Currently,  all of our sales are made in the  international  market to
          distributors  or  end  users  in  markets  where  we  do  not  have  a
          distributor  as we do not have FDA  approval  in the U.S.  When we are
          approved to commence sales in the U.S., we may decide to sell directly
          to end-users  instead of distributors,  in which case,  separate terms
          and conditions would be employed.

          In January 2003, we sold a CTLM(R) system to our distributor, Medical
          Imaging Systems, Inc. in which the terms and conditions of the sale
          were set forth in a purchase order and payment was made in accordance
          with a timed irrevocable letter of credit. The first release of funds
          was made upon shipment of the CTLM (R) system, the second release upon
          installation, and the third release 60 days from the date of
          completion of the installation. Final payment was received on March
          28, 2003 and revenue was recognized in our third fiscal quarter ending
          March 31, 2003. The system was sold with a one-year limited warranty
          on parts. Post sale obligations included installation and training,
          which were fulfilled.

          In February 2004, we sold three CTLM(R) systems to our distributor,
          China Far East International Trading Corp. in which the terms and
          conditions of the sale were set forth in a sales agreement and payment
          was made in accordance with a timed irrevocable letter of credit.
          *-----------------------REDACTED--------------* Payment was received
          on March 23, 2004 and revenue was recognized in our third fiscal
          quarter ending March 31, 2004. These systems were sold with a limited
          warranty on parts running one-year from date of installation. Post
          sale obligations included installation and training. We are in the
          process of fulfilling these obligations.

                              Confidential Treatment Requested by IDSI, 0605-001

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Securities and Exchange Commission
Division of Corporate Finance
June 7, 2005
Page 3

          In April 2004, we sold a CTLM(R) system to Axis Medical Equipment LLC.
          We received the order in January 2004 accompanied by a $20,000 cash
          deposit at the 28th Arab Health Conference held in Dubai, U.A.E.. The
          terms and conditions of the sale were set forth in a commercial
          invoice dated April 22, 2004. *---------------REDACTED -----------* We
          received payment by wire transfers from the customer on April 22, 2004
          and the CTLM(R) system was shipped. Revenue from this sale was
          recognized in our fourth fiscal quarter ending June 30, 2004. The
          system was sold with a one-year limited warranty on parts. Post sale
          obligations included training of a field service engineer to install
          and service the CTLM(R) and physician training, which were fulfilled.

          In the above referenced sales, all conditions for recognizing revenue
          as per the guidance provided in SAB 104 were met and the respective
          sales were all paid in full. We do not have a policy for the return of
          medical imaging devices, and all sales are final; therefore, FAS 48,
          Revenue Recognition When Right of Return Exists, does not apply.
          Miscellaneous parts and calibration tool kits are sold to authorized
          distributors on open account.

          In January 2005, we sold a CTLM(R) system to our distributor, Abu
          Dhabi International Medical Services, at a special unit price granted
          to distributors for market development. At the time of the order, our
          distributor gave us a $10,000 cash deposit.
          *------------------------REDACTED--------------------------* Payments
          by our distributor are being made in accordance with our agreement.
          Since all of the requirements for revenue recognition were met,
          revenue was recognized in our third fiscal quarter ending March 31,
          2005. The system was sold with a one-year limited warranty on parts.
          Post sale obligations included training of a field service engineer to
          install and service the CTLM(R) and physician training, which were
          fulfilled.

          In January 2005, we sold a CTLM(R) system to our distributor,
          Biomedical International Snc., at a special unit price granted to
          distributors for market development.
          *--------------------------------------REDACTED--------------------*.
          Since all of the requirements for revenue recognition were met,
          revenue was recognized in our third fiscal quarter

                              Confidential Treatment Requested by IDSI, 0605-002

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Securities and Exchange Commission
Division of Corporate Finance
June 7, 2005
Page 4

          ending March 31, 2005. The system was sold with a one-year limited
          warranty on parts. Post sale obligations included training of a
          clinical application specialist and physician training, which were
          fulfilled. Our field service engineer installed the system and, we
          billed the distributor on open account for the travel and subsistence
          expenses incurred.

          In February 2005, we sold a second CTLM(R) system to our distributor,
          Biomedical International Snc., under the same terms and conditions of
          the January 2005 sale. This system has not yet been installed. If our
          distributor selects IDSI to install this system, we will bill the
          distributor for the travel and subsistence expenses incurred by our
          field service engineer. Since all of the requirements for revenue
          recognition were met, revenue was recognized in our third fiscal
          quarter ending March 31, 2005. The system was sold with a one-year
          limited warranty on parts.

     10.  Our distributor agreement defines duties and obligations with regard
          to territory, minimum sales requirements, term of agreement, material
          obligations, payments, training of sales force and service personnel,
          sales forecasts and reports, and other ordinary and customary clauses
          usually included in distributor agreements.

          In regard to significant terms of the agreements with distributors,
          payment is usually made through an irrevocable letter of credit, but
          in some cases terms may be granted. There are no returns or exchanges,
          as all sales are final. A provision for price protection of six months
          from the date of the order is provided in our distributor agreement.
          Since the CTLM(R) system is a new medical imaging technology which
          requires market development to create product awareness, from time to
          time, we will grant special pricing to our distributors for market
          development purposes. We are in the beginning stages of global
          commercialization, and in this process we are appointing distributors
          and adapting their respective contracts so that they will be
          appropriate for their country's market. Since our CTLM(R) system will
          initially be sold in limited volume, we may use incentives to
          accelerate market acceptance.

          We have  disclosed our policy of  recognizing  revenue in the notes to
          our  financial   statements.   This  policy  states  that  revenue  is
          recognized when  persuasive  evidence of a sales  arrangement  exists,
          delivery has occurred such that title and

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Securities and Exchange Commission
Division of Corporate Finance
June 7, 2005
Page 5

          risk of loss have passed to the buyer or services have been rendered,
          the selling price is fixed or determinable, and collectibility is
          reasonable assured. Unless agreed otherwise, our terms with
          international distributors provide that title and risk of loss pass
          F.O.B. origin.

          To ensure that all of the requirements to recognize revenue are met, a
          protocol to test the four necessary elements is employed to make
          certain we are faithful to the guidance provided in SAB 104. We have
          previously stated in no. 9 that FAS 48 does not apply.

Note 2(m) Intangible Assets - Page F-21
---------------------------------------

     12.  The useful lives of our UL and CE approvals, which were obtained
          through the use of outside consulting firms, are infinite because
          these initial approvals applied directly and specifically to the core
          technology of the CTLM(R). The costs associated with obtaining the UL
          approval were $71,775.95 and the costs associated with obtaining the
          CE Mark and complying with the ISO requirements underlying the CE Mark
          were $378,537.41. These costs included the initial inspection of our
          manufacturing facility, including quality control, and initial testing
          of the CTLM(R) to establish that the device meets UL standards.

     13.  By definition, the term "intangible assets" refer to non-financial
          assets that lack physical substance and that provide the entity with
          various benefits. Intangible assets differ considerably in their
          characteristics, useful lives, and relationship to operations of an
          enterprise. We believe that our initial UL and CE certifications
          clearly fall within this definition and therefore the costs associated
          with obtaining these certifications are intangible assets as defined
          in FAS 142.

Note 9 Other Current Liabilities - Page F-27
--------------------------------------------

     17.  The accrued liability for stock options on our balance sheet is a
          result of the Company recording a charge to compensation for stock
          options issued to officers following the guidelines of FASB
          Interpretation No. 28, "Accounting for Stock Appreciation Rights and
          Other Variable Stock Option or Award Plans". The officers had the
          ability to exercise their stock options issued from 1997 to 2003 under
          the plan in existence at that time by a "cashless exercise". The
          Company believes that this method of exercise qualified these options
          for variable plan

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Securities and Exchange Commission
Division of Corporate Finance
June 7, 2005
Page 6

          accounting treatment of stock options, and we recorded the accrued
          compensation in accordance with paragraph 2-5 of interpretation No.
          28. In our reading of APB25 and the FASB Interpretation's, the
          language used was an accrual for the compensation that should be
          recorded. Our understanding was that the recording of equity would be
          made upon the exercise of the option and not upon the grant.

          The Company intended to liquidate the obligation upon the exercise or
          cancellation of the stock options by the officers. When the options
          were exercised the Company would record the cash received, credit
          common stock for the issuance of the stock, debit the accrued
          liability and credit additional paid-in-capital.

Note 14 Income Taxes - Page F-31
--------------------------------

     17.  I.R.S. Code Section 382 provides a methodology for calculating if
          there is any limitation on the utilization of a net operating loss
          carry forward as a result of a change in equity ownership during the
          recent fiscal year. The calculation is based on a 24-month rolling
          average of ownership change and would need to be greater than 50% for
          there to be any effect on utilizing the NOL once the Company has net
          income. At the present time, since the Company is continuing to
          experience a net loss, there is no effect.

* Selected portions of this supplemental response have been redacted, as we deem
certain information provided to the SEC as proprietary and confidential.

Sincerely,

IMAGING DIAGNOSTIC SYSTEMS, INC.

/s/ Allan L. Schwartz

Allan L. Schwartz
Executive Vice President
And Chief Financial Officer

Enclosure

c:       Timothy B. Hansen, CEO
         Patrick J. Gorman, Chairman, Audit Committee
         Barry A. Fink, CPA
         Robert B. Macaulay, Esq.

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