SecProbe.io

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<TYPE>LETTER
<SEQUENCE>1
<FILENAME>vistaletter.txt
<DESCRIPTION>ITEM 4 8-K FILED 10/1/04 COMMENT LETTER DATED 10/14/04
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Via U.S. Mail and Facsimile

Mail Stop 3-9

	October 14, 2004

John Lyon
President and CEO
Vista Medical Technologies, Inc.
2101 Faraday Avenue
Carlsbad, CA  92008

Re: 	Vista Medical Technologies, Inc.
	SEC File No. 0-22743
	Form 8-K filed October 1, 2004

Dear Mr. Lyon:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document 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.

1. Specifically state whether the former accountant resigned,
declined to stand for re-election or was dismissed, pursuant to
Item
304(a)(1)(i) of Regulation S-K.

2. The interim period should be specified as the "interim period
through [date of the termination]." Please revise accordingly.

3. File an updated letter from your former accountant covering the
changes made in response to the above comments.  File that letter
as
Exhibit 16 to the amended Form 8-K, or if not available at the
time
of filing, file another amended Form 8-K within ten business days
or
within two days of receipt, whichever is earlier.  See Rules
304(a)(3) and 601(b)(16) of Regulation S-K.

********************

      Please amend your filing and respond to these comments
within
five business days or tell us when you will provide us with a
response prior to the expiration of the five-day period.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

	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 me, at (202) 942-1962 if you have questions
regarding these comments or any other questions.

	Sincerely,

	Sasha Parikh
								Staff Accountant

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