SecProbe.io

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Mail Stop 3-09

							May 4, 2005

Simon Pedder, Ph.D.
President and Chief Executive Officer
Ivory Capital Corporation
c/o Chelsea Therapeutics, Inc.
13950 Ballantyne Corporate Place, Suite 325
Charlotte, North Carolina 28277

Re:	Ivory Capital Corporation
	Registration Statement on Form S-1
	File No. 333-123916

Dear Dr. Pedder:

	We have reviewed your filings and have the following
comments.
Where indicated, we think you should revise your documents in
response to these comments.  If you disagree, we will consider
your
explanation as to why our comment is inapplicable or a revision is
unnecessary.  Please be as detailed as necessary in your
explanation.
In some of our comments, we may ask you to provide us with
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form S-1

Confidential Treatment Application

1. We note that you have filed confidential treatment for exhibit
10.1.  In that regard, please be advised that comments related to
your request for confidential treatment will be delivered under
separate cover.  We will not be in a position to consider a
request
for acceleration of effectiveness of this registration statement
until we resolve all issues concerning the confidential treatment
request.

Prospectus Summary, page
2. The summary section should provide a brief, but balanced
description of the key aspects of the company as of the latest
practicable date.  Currently you only appear to discuss the
positive
aspects of your company in the section entitled, "The Company."
Please revise the summary to also discuss any negative aspects of
your company`s experience, including, among others, your limited
operating history, the fact you have no commercially available
product nor expect to have one for several years and your history
of
losses.
3. We note your disclosure in this section relating to your pre-
clinical studies related to your CH-1504 product.  These types of
disclosure are too detailed for proper inclusion in the summary.
Instead, the disclosure in the summary should be limited to a
discussion of the extent of testing, such as the drugs,
indication(s)
and current phase of testing.  In that regard, please remove all
of
your disclosure on the results of your pre-clinical studies from
this
section.

Risk Factors, page 4
4. Please consider adding a risk factor that discusses your
charter
and bylaw provisions and how such provisions would prevent a
change
of control in management. In the alternative, advise us as to why
you
do not believe a risk factor is necessary.

"We are not currently profitable and might never become
profitable,"
page 4
5. We note your disclosure that you have a history of losses and
expect to incur substantive losses and negative operating cash
flows
for the foreseeable future.  Please quantify your net losses to
date
as well as the approximate amount of costs and expenses you expect
to
incur in the next 12 to 18 months.  Please also provide similar
disclosure in your Liquidity and Capital Resources section.

"Our drug development program depends upon third-party researchers
who are . . . .," page 6
6. We note your statement that you depend upon independent
investigators and collaborators to conduct your clinical trials.
To
the extent that you are substantially dependent on any such
parties,
identify them in the risk factor.  If you have agreements with
these
parties, file them as exhibits to your document and describe the
material provisions of the agreements in your Business section.
The
description of your agreements should include all material terms,
including the services provided under the agreements, payment
provisions, expiration and termination provisions, and any rights
to
products or information derived from studies conducted on your
behalf.

"Our success, competitive position and future revenue will depend
in
part on our . . . .," page 8
7. Please disclose the products for which you currently have
pending
patent applications, if such products are material.

"We may initiate patent litigation against third parties to
protect
or enforce our . . . .," page 8
8. Please disclose the basis for your expectation that the US
Patent
Office will dismiss the protest and confirm the previously granted
claims relating to your CH-1504.

"Changes in either patent laws or in interpretations of patent
laws
in the. . . .," page 9
9. To the extent that there are any legislative or regulatory
changes
proposed, briefly describe them.
10. Please revise to discuss the risk factor related to your
license
agreement with N. Gopal Nair under a separate risk factor caption.

"We might not successfully mange our growth," page 10
11. Please disclose how many employees you currently have and how
many additional employees you intend to hire in the next 12 to 18
months.

"We might be exposed to liability claims associated with the use
of
hazardous . . .," page 10
12. Please indicate if you maintain any liability insurance
coverage.
If so, please disclose the coverage amount and any limitations on
the
insurance policy.

"We rely on key executive officers and scientific and medical
advisors, and their . . . .," page 11
13. Please indicate if you maintain any employment agreements for
your executive officers. If so, please also disclose the length of
the employment agreements.

"Our common stock is listed on the OTC Bulletin Board which could
limit its . . . .," page 11
14. To illustrate the limited market for your common stock, please
disclose the trading volume and the number of holders of your
common
stock as of a recent date.
15. Please revise to discuss the risks associated with your
possibility that your common stock would trade under the penny
stock
rules as a separate risk factor.  In addition, please specify
under
what circumstances your common stock would meet the definition of
a
penny stock.  Please also include the current quoted price of your
common stock.

"The prices at which are (sic) shares of our common stock are
traded
. . . ," page 11
16. Please expand the discussion to provide the range of your
stock
price for each of the past two years.

"A small group of persons hold a significant amount of our stock
and
could limit . . . .," page 12
17. Please quantify the amount and percentage such amount
represents
of your total outstanding shares of common stock held by
individuals
affiliated with Paramount BioCapital.

Management`s Discussion and Analysis of Financial Condition, page
16

Revenue and Cost of Revenue, page 16
18. We note your disclosure that you are unable to predict with
certainty if and when you might submit an NDA for regulatory
approval
of your primary product candidate CH-1504 in the risk factor
entitled
"Our principal product candidate has not yet begun formal clinical
trials" on page 5.  If you are unable to predict when you intend
to
submit an NDA, please disclose the basis for your assumption that
none of your existing product candidates are expected to be
commercially available until late 2008 or 2009.
19. In addition, your disclosure in the risk factor regarding the
timing of your IND application appears to be inconsistent with
your
disclosure under the caption "Research and Development Projects"
on
page 21 where you disclosure that you plan to submit an IND during
the second quarter of 2005.  Please revise your disclosure to
eliminate the inconsistent disclosure.

Year Ended December 31, 2004
20. We note that you research and development expense totaled
approximately $1.8 million. Please disclose how much compensation
expenses, initial product licensing fees and contract
manufacturing
and preclinical costs each contributed to the overall research and
development expense.
21. You state that you had expenses for the year ended December
31,
2004 related to development of your website. Please supplementally
tell us your website address, if available.

Business, page 22

Overview, page 22
22. We note your disclosure that you are a development stage
biopharmaceutical company that acquires and develops innovative
products for the treatment of a variety of disease.  Please expand
your disclosure to clarify what you actually do or have done and
what
you hope to accomplish in the future.
23. We note your disclosure relating to your beliefs and the
preclinical indications of your CH-1504 product for both
rheumatoid
arthritis and cancer.  Your discussion should also include
appropriate caveats indicating that the results do not provide
enough
evidence regarding efficacy or safety to support an application
with
the FDA, that additional tests will be conducted and that
subsequent
results often do not corroborate earlier results.  Please also
provide similar disclosure where you make similar medical claims
related to your CH-1504 product.

Rheumatoid Arthritis Overview, page 22
24. Please provide us with a marked copy of third party
documentation
that supports your statement that "The disease [rheumatoid
arthritis]
currently affects over two million American, almost 1% of the
population, and is two to three times more prevalent in woman.
Onset
can occur at any point in life but is most frequent in the fourth
and
fifth decades of life, with most patients developing the disease
between the ages of 35 and 50."

Global Rheumatoid Arthritis Market Opportunity, page 24
25. Please provide us with copies of third party documentation
supporting the dollar figures and statistical information you
disclosure in this section.

Limitations of MTX, page 24

26. Please provide us with copies of third party documentation
supporting the limitation claims of MTX in this section.

The CH-1504 Opportunity in the Treatment of Rheumatoid Arthritis,
page 24
27. Please expand your disclosure regarding the clinical results
for
your CH-1504 product to state whether the results have been
subject
to any type of statistical analysis and, if so, whether the
results
of the trial were statistically significant. In addition, the
degree
of statistical significance or the P value should be disclosed. If
you disclose the P value, you should explain what the P value
measures in your document.
28. We also note your disclosure in this section that your study
used
two groups of patients. Please expand this disclosure and provide
the
measurements for these two groups.  Please also disclose how many
patients participated in the study and the period of time they
participated in your study.

CH-1504 Opportunity in the Treatment of Cancer, page 27
29. Please indicate what affiliation you had with the preclinical
studies conducted at the National Cancer Institute.
30. Please also indicate if the results of the preclinical studies
conducted at the National Cancer Institute are publicly available.
31. Please provide us with the documentation regarding the
National
Cancer Institute study relating to the CH-1504 product that
supports
your statement the data collected suggest that "Ch-1504 is
approximately 1,000 to 10,000 times more effective than MTX to
cause
total growth inhibition of these selected human tumor cell lines."

Management, page 34
32. The business description of each of your executive officers
and
directors should contain the business description for the last
five
years.  In this regard, we note that the business description for
Mr.
Riehle (from June 2003 to July 2004); Mr. Hewitt (from January
2003
to May 2004); and Dr. Lau (April 2002 to December 2003) are
missing
information or have gaps of information missing. Please revise to
ensure that there is a business description for each officer and
director for at least the last five years.

Scientific Advisory Board, page 35
33. Please disclose the compensation that you pay members of your
Scientific Advisory Board.

Principal Stockholders, page 42
34. Please disclose the natural persons having voting and
dispositive
power over the shares held by Atlas Equity I, LP.

Certain relationships and related transactions, page 43
35. Please expand the discussion to indicate what percentage of
Chelsea was owned by Dr. Rosenwald or his affiliates at the time
of
the engagement of Paramount BioCapital, how and when the shares
were
acquired, the purchase price and when payment for these shares was
made.
Description of Capital Stock, page 44
36. Please disclose any provision in your charter or bylaws that
would delay, defer or prevent a change in control.  To the extent
that no such provisions exist, please so indicate.

Selling Stockholders, page 46
37. For every selling securityholder in the table who is neither
an
individual nor a public company, please provide the full name(s)
of
the natural persons having voting, dispositive or investment
powers.
38. In addition, please tell us if any of the selling shareholders
are an affiliate of a broker-dealer.  If so, please tell us
supplementally whether they received these shares as underwriting
compensation. We may have further comments.
39. We note your disclosure regarding one of your selling
shareholders, Sandgrain Securities, whom you have identified as a
broker-dealer. Please revise your disclosure to indicate that such
selling shareholder "is" an underwriter and not just "deemed" to
be
an underwriter.
Plan of Distribution, page 49

40. We note your disclosure relating to donees, pledgees,
transferees
or other successor-in-interest of common stock.  Please note that
in
order to substitute new names for the names of selling
securityholders identified in an effective registration statement
you
can file a Rule 424(b) prospectus only if the change is not
material,
and the new owners` securities can be traced to those covered by
the
original registration statement.  A change that does not meet
these
requirements must be made by a post-effective amendment.  In
addition, you must either file a prospectus supplement or a post-
effective amendment, as applicable, to substitute new names except
for certain donees in the circumstances described in our telephone
interpretation H.3 (see 1997 manual of telephone interpretations).
Please confirm to us that you will comply with these requirements,
and please clarify your disclosure to indicate that you may need
to
amend this registration statement post effectively to substitute
new
names.

Financial Statements - Chelsea Therapeutics, Inc.

Statements of Changes in Stockholders` Equity (F-5)
41. We noted that in 2004 you issued 49,797,299 shares of common
stock for approximately $.27 a share on average, and that you used
a
nominal fair value for common stock issued for the license
agreement
and to your chief executive.  Please tell us and clarify in the
filing how you determined the fair value of $420 and $408 for
common
stock issued for the license agreement and to your chief
executive.
Note 5 -Stockholders` Equity, Stock Options (F-10)
42. Please provide the outstanding option disclosure as required
by
paragraph 48 of SFAS No. 148.

Signature Page
43. We note your signature page reflects the signature of Simon
Pedder signing on behalf of Chelsea Therapeutics Inc. In your next
amendment, please ensure that Mr. Pedder or another appropriate
officer signs on behalf of Ivory Capital Corp.

Exhibits
44. We note that you include a "*" by exhibit 10.1.  Please revise
the exhibit list to indicate what this symbol means.  In addition,
please correct the filing date of the 8-K to 2005 and not 2004.

Item 15.  Recent sales of unregistered securities.
45. Please expand the discussion in the second paragra