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      Altair Correspondence

    September
      19, 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 30, 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

    Note
      2 - Summary of Significant Accounting Policies, page 7

    Revenue
      Recognition, page 9

    Mr.
      Rufus
      Decker

    September
      19, 2005

    Page
      2

            1.

              We
                have reviewed your response to comment two. You state that your
                participation on the development committee is not an obligation to
                perform
                a service for Spectrum, but rather represents a right to monitor
                the
                status of development. However, section 3.1 of the license agreement
                appears to obligate you to participate in a “Joint Development Committee.”
                Further, the responsibilities of the committee are to “manage and oversee
                the pre-clinical development of Compounds and Products…” The agreement
                sets forth a process requiring unanimous support on the committee
                for
                development decisions and procedures for resoling disputes. This
                appears
                to represent more than an option to monitor development status. It
                appears
                that you are obligated to actively participate in the decision-making
                process, at least during the pre-clinical phase of
                development.

    This
      interpretation appears to be reinforced by your separate obligation, detailed
      in
      section 3.2(a) - Responsibilities of Altair, to “use commercially reasonable
      efforts to assist Spectrum in the pre-clinical development of products and
      compounds…” Despite the requirement that Spectrum reimburse you for costs
      incurred in carrying out this obligation, it appears that Spectrum has secured
      an ongoing right to your services. It is unclear why this right would be secured
      in the license agreement if Spectrum attributes no value to
      it.

    Accordingly,
      it appears to us that your continuing obligation under the licensing agreement
      is an important element of the arrangement and that the earnings process is
      completed by your performance under the terms of the arrangement, not simply
      by
      its origination. Please amend your Forms 10-Q for the quarters ended March
      31
      and June 30, 2005 to defer the revenue related to the license agreement, or
      provide us with additional information to help us understand why you believe
      no
      amendments are necessary.

    Response:
      Using revenue recognition guidelines established by SAB Topic 13:A1, the Company
      has analyzed the fact situation regarding License Agreement dated January 28,
      2005 (the “License Agreement”) with Spectrum Pharmaceuticals, Inc. (“Spectrum”).
      In particular, the Company focused on Topic 13:A.3(f) in relation to Altair’s
      continuing obligations under the License Agreement and the extent to which
      the
      earnings process is substantially complete.

    Spectrum’s
      Rights are Separable

    Altair
      owns patents, trademarks, know-how and trade secrets related to certain chemical
      compounds, generally called RenaZorb. The License Agreement grants to Spectrum
      an exclusive worldwide license to use, sell, import, make and manufacture
      RenaZorb for human therapeutic and diagnostic uses. In return, Spectrum has
      agreed to make upfront, milestone and royalty payments as described in Article
      6
      of the License Agreement. Article 6.1 of the License
      Agreement specifically addresses both Upfront and Milestone Payments, and
      Article 6.1 (a) clearly states that upfront and milestone payments are
      consideration for the right to enter into the licensing agreement, and the
      use
      of Altair’s patents, trademarks, know-how and trade secrets related to RenaZorb.
      It should be noted that the Company has spent several years researching and
      developing RenaZorb. The compound has been tested in live animal studies and
      shown to be effective for the intended purposes.

      Mr.
        Rufus
        Decker

      September
        19, 2005

      Page
        3

        Altair’s
      participation in the further development is not essential to the functionality
      of the product. Spectrum has the expertise necessary to complete development
      and
      obtain FDA approval for the product and take product to market. Altair does
      not,
      that is the reason, the Company licensed RenaZorb.

    Altair
      Participation on Joint Development Committee

    Altair
      has invested significant corporate resources in RenaZorb. Because the license
      is
      exclusive, it is critical that Spectrum’s development effort is successful.
      Furthermore, Altair may earn $9 to $14 million in additional milestone payments
      during the development period, an important potential revenue source. Article
      3.1 related to the Joint Development Committee (“JDC”) was inserted into the
      License Agreement at the insistence of Altair, not Spectrum, to maximize the
      probability that the licensed technology will be successfully developed. Our
      reasons for viewing the JDC as desirable are twofold. First, Spectrum has the
      sole right of development but is required to deliver to the JDC a development
      plan. The development plan allows Altair to monitor the progress of development
      in relation to Spectrum’s diligence obligations contained in Article 3.5.
      Second, the JDC provides Altair with a forum to make recommendations for
      improving the development plan. Ultimately, under Article 3.2 (b), Spectrum
      has
      sole responsibility for development and commercialization of RenaZorb. Under
      Article 3.1 (d), Spectrum also has sole authority to resolve JDC matters. It
      is
      important to note that Spectrum’s authority in resolution of JDC matters is
      absolute, Spectrum is not even required to act “reasonably.” Thus, to a large
      degree the JDC’s authority is illusory.

    In
      addition, the JDC’s authority is limited to pre-clinical compound and product
      development matters only. The current development plan anticipates the
      pre-clinical period will end during the first quarter of 2006; thus, the Company
      is slightly more than half through the period.

    Altair’s
      Responsibility for Development

    Article
      3.2 (b) clearly establishes Spectrum’s responsibility for all development
      activities. Altair assistance may be requested by Spectrum, but only during
      the
      preclinical period, and Altair’s obligation is only a reasonable efforts
      obligation (Article 3.2 (a)). The current development plan anticipates the
      pre-clinical period will end during the first quarter of 2006. To date, Spectrum
      has requested no development assistance from Altair.

    Their
      License Agreement does not establish a price for services provided by Altair
      to
      Spectrum. Should Spectrum request Altair assistance, any services provided
      would
      be provided at a fair value, as negotiated by the parties. Altair’s obligation
      to provide services at Spectrum’s request did not affect the up-front payment
      value. Transaction examples contained in SAB Topic 13:A.3(f) are not analogous
      because any on-going development activities requested by Spectrum will be
      separate from the core grant of rights set forth in the License Agreement and
      will not provided at a discount to market value.

      Mr.
        Rufus
        Decker

      September
        19, 2005

      Page
        4

    Conclusion

    Based
      on
      the preceding analysis, the Company believes that revenue from the License
      Agreement has been fully earned and properly recognized. The License Agreement
      grants Spectrum all rights it needs to develop and market RenaZorb, separate
      from any obligation of Altair to provide services. Altair’s continuing
      participation obligations under the License Agreement, such its participation
      on
      the JDC, are not critical to Spectrum’s development of Renazorb. To the extent
      Altair does provide additional services to Spectrum, the services will be of
      a
      nature that they could be provided by other companies, and Altair will be
      compensated at fair value. In short, neither Spectrum’s decision to pay an
      up-front fee nor the amount of that fee was affected by Altair’s continuing
      obligations and rights.

    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