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      Response Letter

      August
        25, 2005

      SENT
        VIA
        FEDERAL EXPRESS

      Mr.
        Rufus
        Decker

      Accounting
        Branch Chief

      Division
        of Corporation Finance

      Mail
        Stop
        0510

      100
        F
        Street, Northeast

      Securities
        and Exchange Commission

      Washington,
        D.C. 20549-0510

      Dear
        Mr.
        Decker,

      As
        outside U.S. securities counsel for Altair Nanotechnologies Inc. and its
        consolidated subsidiaries (collectively, “Altair” or the “Company”), we are
        writing in response to your letter to Altair dated August 19, 2005 (your
        “Letter”). Each of our responses is based solely on information we have been
        provided by Altair. For clarity, each of our responses is preceded by a bolded
        restatement of your request.

      Form
        10-Q for the Quarter Ended March 31, 2005

      General

                1.

                Where
                  a comment below requests additional disclosures or other revisions
                  please
                  show us your supplemental response what the revisions will look
                  like.
                  These revisions should be included in your future filings, including
                  your
                  interim filings where
                  applicable.

            Mr.
              Rufus Decker

            August
              25, 2005

            Page
              2

      Note
        2 - Summary of Significant Accounting Policies, page 7

      Revenue
        Recognition, page 9

                2.

                We
                  have reviewed your response to comment 8. Despite the requirement
                  that
                  Spectrum reimburse you for the costs of fulfilling your obligation
                  to
                  employ commercially reasonable efforts to assist Spectrum in pre-clinical
                  development, the obligation raises the question of whether, in
                  the absence
                  of your continuing involvement, Spectrum would have paid you the
                  amounts
                  you have recognized as upfront revenues. It is unclear why this
                  obligation, combined with the requirement that you attend regular
                  meetings
                  of the Joint Development Committee, is not analogous to that described
                  in
                  the second bullet point in the Facts of question one in SAB Topic
                  13:A3(f). Please advise.

      Under
        the
        terms of the Spectrum license agreement, Altair has provided Spectrum with
        the
        exclusive right to develop, market and license our patented drug compound
        for
        human applications. All payments defined in the license agreement are paid
        in
        return for this exclusive right, not for services provided after the effective
        date of the license agreement. All activities relating to the development
        and
        commercialization of the patented compound are undertaken at Spectrum’s sole
        responsibility, cost and expense. Spectrum does not need our services to
        develop
        the product and under the terms of the agreement. Spectrum can, and we believe
        that it probably will, develop and commercialize the drug compound with no
        further assistance from Altair. This is different from many biotechnology
        license agreements in which ongoing involvement of the licensor (Altair)
        post-license is an important to the ability of the licensee (Spectrum) to
        develop the technology.

      It
        is
        Altair’s right to participate on the development committee, which provides
        Altair with information regarding the status of development. This right to
        participate on the development committee is not providing additional services
        to
        Spectrum, but is instead fulfilling a monitoring function relative to other
        portions of the agreements. In addition, Spectrum may, but is not obligated,
        to
        request Altair services. In the event Spectrum does request Altair services,
        Altair will be paid for such services at negotiated market rates.

      SAB
        Topic
        13:A3(f) describes an arrangement where a registrant in the biotech industry
        provides research and development for a customer but the customer needs to
        use
        certain of the registrant’s technology in the R&D activities. In the example
        in SAB Topic 13:A3(f), the technology is not sold or licensed separately
        from
        the R&D activities and the Staff believes that customers are purchasing
        services provided by the registrant’s continuing involvement. Effectively, the
        registrant is selling both a license and R&D activities to the customer.
        Altair’s license agreement with Spectrum is not
        analogous to this example, because Spectrum’s payment was solely for the
        license, and no portion of that payment is properly allocable to other services
        performed after the agreement date. This is reinforced by our belief that
        Spectrum will need few or no services from Altair in connection with the
        development and commercialization of the licensed products. Any services,
        other
        than our monitoring rights, will be paid for by Spectrum at rates which
        represent the fair value of those services.

            Mr.
              Rufus Decker

            August
              25, 2005

            Page
              3

      If
        you
        have any questions regarding the foregoing, feel free to call me at the number
        set forth below or Edward Dickinson, Chief Financial Officer of Altair at
        (775)
        858-3750.

      Sincerely,

      /s/
        Bryan
        Allen

      Bryan
        T.
        Allen

      As
        the
        Chief Financial Officer of the Company, I confirm that the Company’s agreement
        with, and authorization of, the statements in this letter.

      Altair
        Nanotechnologies, Inc.

      /s/
        Edward Dickinson

      Edward
        Dickinson, Chief Financial Officer