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                                                                     May 6, 2005

Mr. Jim B. Rosenberg Mail Stop 3-09
United States Securities and Exchange Commission
450 Fifth Street N.W.
Washington, D.C. 20548

Re:      GeneThera, Inc.
         Comment Letter
         File No. 000-27237

Dear Mr. Rosenberg,

Thank you for the comment letter sent by your department on April 25, 2005.
Following are Genethera's responses to your comments. For your convenience, each
of the Staff's comments has been reprinted in bold below. As discussed with Dana
Hartz on May 6, 2005, where a comment requires changes to our Form 10-KSB we
have provided the proposed language changes marked against the current Form
10K-SB disclosure. Following the Staff's review of this response letter, we will
file an amendment to our Form 10-KSB containing the disclosures provided with
this letter.

Independent Auditors' Report

1.       Please revise paragraph one of the auditors' report to reference the
         consolidated statements of operations stockholders equity (deficit) and
         comprehensive loss and cash flows periods that were audited. In
         addition, the third paragraph of the auditors' report should also
         reference the period from inception through December 31, 2004.

     The Company intends to update paragraph one and paragraph three of the
auditors' report to the following in its amendment to its Form 10-KSB (for your
convenience, the changes are in bold and underlined)

We have audited the accompanying consolidated balance sheets of GeneThera, Inc.
(a development stage company) and Subsidiaries as of December 31, 2004 and 2003,
and the related consolidated statements of operations, changes in stockholders'
equity (deficit), comprehensive loss, and cash flows for the period from October
5, 1998 (inception) to December 31, 2004. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the consolidated financial position of
GeneThera, Inc. and Subsidiaries from October 5, 1998 (inception) to December
31, 2004 and 2003, and the consolidated results of its operations, and its cash
flows for each of the years in the period from October 5, 1998 (inception)
ending December 31, 2004, in conformity with U.S. generally accepted accounting
principles.

Consolidated Statement of Operations

         2. In accordance with paragraph 13 of SFAS 2, please disclose the total
         research and development costs charged to expense in each period for

                                       1
<PAGE>

         which an income statement is presented. In addition, please disclose
         your accounting policy for research and development expenditures.
         Please include the type of costs included in R&D costs.

     In response to your comment, the Company intends to include a Note 15 to
its financial statements as set forth below in its amendment to its Form 10-KSB.

NOTE 15     RESEARCH AND DEVELOPMENT COSTS

All research and development costs are charged to expense when incurred. The
following table illustrates the types of expenses imbedded in the financial
statements as costs related to laboratory research, formulation, design and
testing of products and processes as related to the business plan.

                   2004         2003     From Inception
              -----------------------------------------

Consulting      $1,072,928   $  486,200   $1,840,712
Salaries           266,466      211,174    1,001,410
Lease expense       50,703       51,135      325,988
Depreciation        66,551       54,497      200,193
Lab expenses        23,264       58,600      201,346
                    --------------------  ----------

Totals          $1,479,912   $  851,606   $3,569,649

Consolidated Statements of Operations

         3. We note significant beneficial conversion expense for which there is
         no disclosure in the notes to the financial statements. Please tell us
         and disclose your accounting policy in regards to your instruments with
         beneficial conversion features and the significant terms of such
         instruments.

     In response to your comment, the Company intends to include a Note 16 to
its financial statements as set forth below in its amendment to its Form 10-KSB.

NOTE 16     BENEFICIAL CONVERSION EXPENSE

The Company's accounting policy with respect to instruments with beneficial
conversion features is as follows:

Convertible notes issued to investors in response to public and private
placement offerings made in 2002, 2003, and 2004 were convertible at inception
with fixed dollar conversion terms. The beneficial conversion feature is
calculated at its intrinsic value (that is, the difference between the
conversion price and the fair value of the common stock at the time of issuance
of the debt into which the debt is convertible) at the commitment date. A
portion of the proceeds from issuance of the convertible debt, equal to the
intrinsic value, is then allocated to additional paid-in capital. Because the
debt is convertible at the date of issuance, the debt discount is charged to
interest expense at the date of issuance.

Beneficial conversion expense was $1,301,373 and $319,221 for the periods ended
December 31, 2004 and 2003, respectively.

Consolidated Statements of Changes in Stockholders' Equity (Deficit)

                                       2
<PAGE>

         4. Please tell us why accumulated deficit is increased by $1,116,054 in
         the recapitalization on February 25, 2002 transaction and by
         $11,587,500 in the 2004 shares issued to founder for recapitalization
         transaction. Please cite the authoritative literature you used to
         support your accounting treatment.

The recapitalization of February 25, 2002 takes into account a 2:1 forward stock
split, which occurred on February 25, 2002 of the 348,588 shares then existing
in GeneThera, Inc., f/k/a Hand Brand Distribution. Inc., at the time of the
agreement to acquire GeneThera, Inc. (Colorado). The increase in accumulated
deficit of $1,116,054 is made up of the 697,176 shares outstanding times the
price on the date of issue of $1.44 minus the common stock portion of $697 plus
the book value deficiency of $(114,654) with respect to the assets of GeneThera,
Inc. (Colorado) at the time of acquisition. Note 10 to the Consolidated
Financial Statements reviews our treatment of this transaction.

The increase in accumulated deficit of $11,587,500 in June 2004 was for shares
issued to founder on June 8, 2004 for the recapitalization transaction of
February 2002. The original issuance of shares surrounding the original
acquisition and subsequent new acquisition agreement in 2003 was never done. At
the time we issued the shares, we increased the accumulated deficit by the
amount equal to 7,725,000 shares times the price on the date of issuance of
$1.50.

Note 1. Summary of Significant Accounting Policies

Organization and nature of Operations, page 11

         5. It appears that your acquisition of VDx was material. Please tell us
         and amend your filing to include the disclosure required by paragraph
         51,52,54 and 55 of SFAS 141, as applicable. Please provide us with your
         significance analysis to determine if an Item 2.01 Form 8-K should be
         furnished with audited financial statements of the business acquired
         and related pro forma financial information. Refer to Item 310 section
         (c) and section (d) of Regulation S-B.

     In response to your comment, the Company intends to include a Note 17 to
its financial statements as set forth below in its amendment to its Form 10-KSB.

NOTE 17    ACQUISITION OF VDx, INC.

On September 20, 2004 the Company acquired 100% of the voting equity interests
of VDx, Inc. (VDx). The income and expenses for VDx from the period September
20, 2004 through December 31, 2004 are included in the consolidated statements
of operations. VDx is a corporation organized under the laws of the state of
Wisconsin and is a manufacturer and distributor of veterinary diagnostic
equipment and tests. VDx currently markets and sells specialized tests for
bovine IgG, NEFA for the dairy industry, and Equine IgG. VDx has already made a
significant impact within the dairy cattle industry with their NEFA test and
nutritional supplement program to maximize output for the dairy farmer. The NEFA
test offers farmers the ability to test the health and nutrition of their cattle
before giving birth and also test the health of the new calves once born. Future
milk output from dairy cattle is directly affected by the nutrition just prior
to calving. By acquiring VDx, the Company was granted an exclusive license for
the above named tests, which will enable the Company to generate revenues and
increase its penetration into the dairy cattle industry in order to market it's
future Johne's test and vaccine.

The purchase price of VDx was $338,282 for which the Company issued 375,000
shares of common stock valued at $326,250 based on the closing price of the
shares on the date of acquisition.

                                       3
<PAGE>

The following table summarizes the estimated fair values of the assets acquired
and liabilities assumed at the date of acquisition.

<TABLE>
<CAPTION>
         <S>                          <C>            <C>                               <C>
         Cash                        $1,000          Accounts payable                  $15,683
         Accounts receivable          4,445          Loan payable                        3,994
         Security deposit             2,200          Capital stock and
                                      -----
                                                     Accumulated deficit               (12,032)
                                                                                       -------

         Total assets                $7,645          Total liabilities & equity         $7,645
                                     ------                                             ------
</TABLE>

The exclusive licensing agreement was assigned a value of $326,250, based on the
purchase price of VDx less the net liabilities assumed by the Company. The
Company is in the process of evaluating the future benefits and cash flows of
the licensing agreement through field-testing and other methods.

The Company agreed to pay the salaries of two employees of VDx for services
rendered in pursuit of revenues generated under the licensing agreement. Either
the Company or the employees may terminate the employment agreements after
ninety days upon receipt of written notice by either party. In addition, the
Company signed a non-cancelable three-year lease agreement for office,
warehouse, furniture, and storage facilities in Wisconsin. The minimum future
lease payments of these facilities have been included in the Company's total
future operating lease payments in Note 3.

         For the period of September 20, 2004 through December 31, 2004, VDx
generated gross revenues of approximately $25,500. The costs of goods sold were
approximately $13,500, and general and administrative costs were approximately
$83,400, resulting in an overall loss for the period of approximately
$71,400.[End of Note 17]

         The analysis supporting our decision not file an Item 2.01 Form 8-K
with financial statements based upon the tests set forth in Item 310 section (c)
and section (d) is as follows:

         Item 310 paragraph (c) (2) (i): Compare the small business issuer's
investments in and advances to the acquiree to the total consolidated assets of
the small business issuer as of the end of the most recently completed fiscal
year. For a proposed business combination to be accounted for as a pooling of
interests, also compare the number of common shares exchanged or to be exchanged
by the small business issuer to its total common shares outstanding at the date
the combination is initiated. Analysis: We had no investment in or advances to
the acquiree, $0/$487,150 = 0%
          Item 310 paragraph (c) (2) (ii): Compare the small business issuer's
proportionate share of the total assets (after intercompany eliminations) of the
acquiree to the total consolidated assets of the small business issuer as of the
end of the most recently completed fiscal year. Analysis: $19,677/$487,150=
4.04%
         Item 310 paragraph (c) (2) (iii): Compare the small business issuer's
equity in the income from continuing operations before income taxes,
extraordinary items and cumulative effect of a change in accounting principles
of the acquiree to such consolidated income of the small business issuer for the
most recently completed fiscal year. Analysis: $9,007/$119, 541= 7.53%.

Significance Analysis under Item 310 paragraph (c) (3) (i): If none of the
conditions specified in paragraph (c)(2) of this Item exceeds 20%, financial
statements are not required.

Note 11. Consolidation and Divestiture of Subsidiaries. Page 25

         6. We noted that you disposed of your wholly owned subsidiary Family
         Health News, Inc. (FHNI) in 2003. In accordance with paragraphs 41-43
         of SFAS 144, it would appear that the results of operations of FHNI
         should be reported as discontinued operations. In addition, it appears

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<PAGE>

         that the restatement of the consolidated financial statements to
         include FHNI should have been accounted for as a correction of an
         error. Refer to APB 20 and APB 9 for the accounting method and required
         disclosure. Please amend your filing accordingly or tell us why you
         believe your current accounting is appropriate.

We have reported the results as discontinued operations on the Statement of
Operations for 2003.
As a result of the disposition the Company recorded a loss of $113,026. FHNI had
net sales of $119,445 and a net loss of $9,039 through September 31, 2003, which
is included as a loss from discontinued operations in the consolidated financial
statements.

After consultation with the PCAOB, the Company determined that a restatement of
the 2003 financial statements would more accurately reflect the financial
position of the Company. In addition to the FHNI consolidation and disposal,
there were other material adjustments which affected common stock, paid-in
capital and accumulated deficit that are described in detail in Note 10, page
23. These include the following:

<TABLE>
<CAPTION>
                                           Shares of       Additional      Accumulated
                                          Common Stock   Paid in Capital     Deficit
                                          ------------    ------------    ------------
<S>                                       <C>            <C>             <C>
As reported December 31, 2003                4,749,976   $  4,300,500    $ (4,798,772)

     Adjustments
         Additional liabilities                      0              0         (26,989)
         Reclassification of supplies                0              0         (33,314)
         Revaluation of fixed assets                 0       (248,024)         11,649
         Related party debt                          0        568,962        (518,962)
         Beneficial conversion features              0        319,221        (319,221)
         Correction of shares converted        (33,498)       (16,915)              0
         Consolidation of FHNI                       0              0         (93,457)
         Disposal of subsidiary                 80,000        191,120        (122,064)