SecProbe.io

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                          Dolgenos Newman & Cronin LLP
                     1001 Avenue of the Americas, 12th Floor
                               New York, NY 10018

                                                             November 14, 2005
BY EDGAR CORRESPONDENCE

Securities and Exchange Commission
Division of Corporation Finance, Mail Stop 6010
Washington, D.C. 20549

         Attention:  Russell Mancuso
                     Branch Chief

         Re: Avitar, Inc.
             Preliminary Proxy Materials
             Filed October 18, 2005
             File No. 1-15695
             Letter dated November 8, 2005

Gentlemen:

     On behalf of our client,  Avitar, Inc. ("Avitar" or the "Company"),  we are
responding to the comments  contained in the letter dated  November 8, 2005 (the
"Comment  Letter")  and we are  also  providing  marked  copies  of the  revised
Preliminary  Proxy Statement with a view toward  facilitating  your review.  Our
references  in this letter are to the headings  and comment  numbers used in the
Comment Letter.

Proposal Two
Comment 1.

     The Company  expanded its  disclosure  in the Table in the  Sub-Section  of
Proposal No. 2 entitled  "Principal  Effects of the Reverse Stock Split - Number
of Shares of Common  Stock and  Corporate  Matters."  Specifically,  the Company
inserted  all the bullet lines  suggested in the Comment  Letter and in addition
identified  the number of authorized,  unreserved and unissued  shares of common
stock  that will be  available  for future  issuances  if the  amendment  to the
Certificate of Incorporation is approved and implemented.

Purposes of the Reverse Stock Split
Comment 2.

     The Company  clarified  the fourth  paragraph of this section to make clear
that it does not and,  immediately  after the reverse stock split, will not meet
the  listing  standards  of  the  Nasdaq  National  and  SmallCap  Markets.  The
references to these Nasdaq Markets were in the Preliminary  Proxy Statement only
as examples of markets in which the Company does not and,  immediately after the
reverse stock split,  will not meet their listing  standards.  The references to
these Nasdaq  Markets  have been  reduced in the current  draft in an attempt to
eliminate any indication that the Company, both before and immediately after the
reverse stock split, will meet their listing requirements.

Comment 2, Second Sentence.

     The Company  inserted a new fifth  paragraph of this section to discuss the
factors the board  considered  in  determining  the ratio for the reverse  stock
split.

Principal Effects of the Reverse Stock Split
Comment No. 3

     The Company inserted a new second paragraph after the Table in this section
describing  circumstances  in which  shareholder  approval  may be required  for
future stock issuances,  although in general shareholder  approval for issuances
will not be required after their approval for the reverse stock split.

The Company acknowledges that:

o    the Company is responsible  for the adequacy and accuracy of the disclosure
     in the filing;

o    staff  comments or changes to disclosure  in response to staff  comments do
     not  foreclose  the  Commission  from taking any action with respect to the
     filing; and

o    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.

Please call the undersigned at (212) 925-2800 if you have any questions.

                                   Sincerely,

                                   Eugene M. Cronin

cc: (via fax) Tom Jones, Examiner
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