SecProbe.io

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      May 31, 2005

Mail Stop 0305

Via U.S. Mail and Facsimile

Paul M. Bluto
Chief Executive Officer and Chief Financial Officer
ITEC Attractions, Inc.
3562 Shepherd of the Hills Expressway
Branson, Missouri 65616

RE:	ITEC Attractions, Inc.
      Form 10-KSB for the Fiscal Year Ended December 31, 2004

      File No. 1-12134

Dear Mr. Bluto:

Based upon an examination restricted solely to considerations of
the
Financial Statements, Management`s Discussion and Analysis, and
Selected Financial Data, the staff has the following comments on
the
above-referenced documents.  Where indicated, we think you should
revise your filing in response to these comments and comply with
the
remaining comments in all future filings.  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
response.  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.

Please respond to confirm that such comments will be complied
with,
or, if certain of the comments are deemed inappropriate by the
Company, advise the staff of the reason thereof.

Pursuant to Rule 101(a)(3) of Regulation S-T, your response should
be
submitted in electronic form, under the label "corresp" with a
copy
to the staff.

* * * * *
As appropriate, please respond to these comments within 20
business
days or tell us when you will provide us with a response.  You may
wish to provide us with marked copies of the amendment to expedite
our review.  Please furnish a cover letter with your amendment
that
keys your responses to our comments and provides any requested
supplemental information.  Detailed cover letters greatly
facilitate
our review.  Please understand that we may have additional
comments
after reviewing your amendment and responses to our comments.

Form 10-KSB for the Fiscal Year Ended December 31, 2004

Item 6. Management`s Discussion and Analysis or Plan of Operation

1. In future filings please expand your MD&A section to include an
introductory section or overview to provide a balanced, executive-
level discussion that identifies the most important themes or
other
significant matters with which management is concerned primarily
in
evaluating the company`s financial condition and operating
results. A
good introduction or overview would:

* Include economic or industry-wide factors relevant to the
company;
* Serve to inform the reader about how the company earns revenues
and
income, and generates cash;
* to the extent necessary or useful to convey this information,
discuss the company`s lines of business, locations, and principle
products and services ( but an introduction should not merely
duplicate disclosures in the Description of Business section); and
* provide insight into material opportunities, challenges and
risks,
such as those presented by known trends and uncertainties, on
which
the company`s executives are most focused for both the short and
long
term, as well as the actions they are taking to address these
opportunities, challenges and risks.

	See FR-72 for guidance.

Critical Accounting Policies

2. We remind you that under existing MD&A disclosure requirements,
a
company should address material implications of uncertainties
associated with the methods, assumptions and estimates underlying
the
company`s critical accounting measurements. In this regard, please
revise future filings to include a "Critical Accounting Policies"
section within MD&A that includes a discussion of your most
critical
accounting policies and estimates which appear to be revenue
recognition, your policies for evaluating potential impairments in
long-lived assets and the determination of your valuation
allowance
for the deferred tax assets. Your discussion should address the
factors as to how you arrived at the estimate(s), how accurate the
estimate/assumption has been in the past, how much the
estimate/assumptions has changed in the past and whether the
estimate/assumptions is reasonably likely to change in the future.
Additionally, you should consider the following when determining
what
other items should go in to your critical accounting policy
disclosure:

* the nature of the estimate or assumptions is material due to
levels
of subjectivity and judgment necessary to account for highly
uncertain matters or the susceptibility of such matters to change;
and
*  the impact of the estimates and assumptions on financial
condition
or operating performance is material.

Such disclosure should supplement, not duplicate, the description
of
accounting policies that are already disclosed in the notes to the
financial statements. See FR-72 for guidance.

Item 7. Financial Statements

Statement of Cash Flows, page 6

3. We note from your statement of cash flows that you issued
tickets
in exchange for property and equipment in the period ended
December
31, 2003. In this regard, please tell us and explain in future
filings the nature of this non-monetary transaction, your basis of
accounting for the tickets transferred and property and equipment
received, and gains or losses recognized on the transfer. If no
gain
or loss was recognized, please explain why.

Note 1: Nature of Operations and Summary of Significant Accounting
Policies

4. Please tell us and revise future filings to disclose your
accounting policy and methodology for determining provisions for
obsolete and slow moving inventories.

5. Please tell us and revise future filings to disclose your
accounting policy and methodology for determining potential
impairments in the recorded values of your long-lived assets.

Property and Equipment, page 7

6. Please revise future filings to disclose the estimated useful
lives associated with each property and equipment category
reflected
in this note.

7. We note from your financial statements that you have incurred
$900,000 related to film development cost, which you amortize on a
straight-line basis.  In this regard please tell us in detail the
nature and amounts of the costs that have been capitalized and the
film(s) associated with this film development cost and explain how
your capitalization of these costs is supported with the factors
cited in SOP 00-2. Additionally, please explain to us why you did
not
use the individual-film-forecast computation method in calculating
film development cost amortization expense as required by
paragraph
34 of SOP 00-2. We also note from your MD&A that the primary
reason
operating expenses increased by $344,436 over the previous year
was
primarily attributable to an increase in film royalties.  In this
regard please explain to us your accounting policy as it relates
to
participation cost accruals associated to your film development,
supported with the factors cited in SOP 00-2.  If you did not use
the
individual-film-forecast- method in estimating your participation
costs accrual, supplementally tell us the accounting literature
that
supports your accounting treatment.  Also as it relates to the
above,
quantify the impact on your financial statements for each period
presented resulting from your non-compliance with SOP 00-2, as
applicable. Furthermore if the aforementioned increase in
operating
expense was due to a change in estimate related to the
participation
cost accruals, in accordance with paragraph 33 of APB No. 20 you
should disclose in a note to your financial statements the effect
on
income before extraordinary items, net income, and related per
share
amounts of the current fiscal period for this change in estimate
that
affects several future periods. Finally, please provide us with
and
include in your financial statements in future filings the
disclosures required by paragraph 51 through 58 of SOP 00-2, as
applicable. We may have further comment upon receipt of your
response.

Revenue Recognition, page 7

8. We note from your disclosure that revenues are recognized by
you
at the time they are earned, which is generally simultaneous with
their receipt.  In this regard please expand your disclosure to
separately describe your revenue recognition policy for revenue
related to sales of retail store merchandise and associated
returns,
mall operations, lease space, and gift certificates. See Staff
Accounting Bulletin No. 101 and 104, SFAS No. 48 and SFAS No. 13
for
guidance. In addition advise us of and revise future filings to
disclose your accounting policy for film exhibition, franchise,
mall
operations and lease space costs.

Note 4: Operating Leases, page 10

9. We note from your disclosure that you have (1) an operating
lease
agreement for a giant screen theater projection and sound system
for
your Branson Theater Complex, which requires the monthly payments
to
be adjusted annually based on the Consumer Price Index throughout
the
remaining lease term, together with annual percentage royalties
ranging from zero to six percent based upon the attainment of
certain
net theater admission revenue volumes and (2) an operating lease
on
land located in Branson, Missouri, the site of the Company`s giant
screen tourist entertainment complex, on which the lease payment
amounts are also subject to an annual Consumer Price Index
adjustment.  In this regard, please provide us with your
accounting
policy as it relates to these annual lease payment adjustments.
Your
response should include but not be limited to a discussion
addressing
the material relevant facts, assumptions, estimates and the
methods
you considered in determining these annual lease payment
adjustments
for the periods presented in your financial statements.
Additionally, provide us with and disclose in future filings the
total amounts that you have accrued and paid for as it relates to
these lease payment adjustments for each period presented in you
financial statements.  Refer to the requirements of paragraph
16(c)
of SFAS No.13.

10. We note from your disclosure that amounts recorded as accrued
lease expense in your consolidated balance sheet reflect an
accrual
for those portions of the rents that will be paid during years
twenty-one through fifty which are expensed currently using the
straight-line method. We also note that for years twenty-one
through
fifty of the lease, the Company is obligated to make quarterly
rent
payments aggregating $145,000 annually. Based on these facts it
appears that you may have under stated the accrual for lease
expenses
by approximately $277,000 at December 31, 2004.  In this regard,
please provide us a summary of your material facts, assumptions,
estimates you considered in determining the accrual for lease
expense
of $648,000 presented in your consolidated balance sheet at
December
31, 2004.  We may have further comments upon receipt of your
reply.

11. Please explain why amortization of the advance payment for
rent
associated with the Branson land lease totals $50,617 if the total
payment of $1,025,000 is being amortized on a straight-line basis
over the fifty year term of the land lease. It appears this
amortization should be $20,500 per year based on the fifty year
term
of the lease. Please advise or revise as appropriate.

12. We note from your disclosure that your future minimum rentals
to
be received by you as of December 31, 2004 are $280,600 for 2005,
$254,500 for 2006 and 259,000 for 2007. These amounts are a
significant decrease compared to the mall operations revenue of
$515,136 (which appears to be all related to lease rental
revenue).
In this regard, please revise your MD&A to include a discussion
explaining in detail the specific nature of the events or
circumstances that will result in this significant decrease in
rental
revenue and quantify the dollar impact of each component that will
contribute to this significant decrease.

Note 7. Derivative Financial Instrument, page 12

13. Please tell us and explain in further detail in Note 7 or 9
how
you determined the fair value and related gains recognized during
2004 and 2003 in connection with the interest rate swap agreement
with Bank of America. Your response and your revised disclosure
should explain the method and significant assumptions used to
determine the fair value of this financial instrument. Also, tell
us
and explain in MD&A in future filings why the gain recognized
increased significantly from the prior fiscal year.

Note 8. Related Party Transactions, page 13

14. Please disclose in the notes to the Company`s financial
statements that the Company`s Chief Executive Officer holds a
majority of the Company`s outstanding common shares and therefore
has
the ability to control the Company`s operations. Refer to the
disclosure requirements of paragraph 2 of SFAS No.57.

Note 11: Operating Segments, page 14

15. Please expand your disclosure to include a discussion of the
types of products and services from which each reportable segment
derives its revenue. See paragraph 26 of SFAS No. 131.
Additionally,
in your note please include the disclosures as required by
paragraph
27 and 28(b) of SFAS No. 131, if applicable.

Item 14. Controls and Procedures, page 17

16. Please revise your filing to move your controls and procedures
disclosure to Item 8(a) and include within this item the
disclosures
as it relates to your principle accountant fees and services as
required by Item 14 of Form 10-KSB.

Other
We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings reviewed by the staff to be
certain
that they have provided all information investors require.  Since
the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.

In connection with responding to our comments, please provide, in
writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;
* staff comments or changes to disclosure in response to staff
comments in the filings reviewed by the staff do not foreclose the
Commission from taking any action with respect to the filing; and
* 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.

In addition, please be advised that the Division of Enforcement
has
access to all information you provide to the staff of the Division
of
Corporation Finance in our review of your filing or in response to
our comments on your filing.

You may contact Jeff Jaramillo at (202) 551-3212 or Linda Cvrkel,
Branch Chief, at (202) 551-3813 if you have questions regarding
these
comments.  Please contact Max Webb, Assistant Director, at (202)
551-
3755 with any other questions.

							Sincerely,

							Linda Cvrkel
							Branch Chief

Via facsimile:  Paul M. Bluto, Chief Executive Officer and Chief
Financial Officer
      (417)336-5348

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Paul M. Bluto
ITEC Attractions, Inc.
May 31, 2005
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