SecProbe.io

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STUBBS, ALDERTON & MARKILES, LLP           JOHN MCILVERY
           LETTERHEAD                      Partner
                                           Direct Voice 818.444.4502
                                           Direct Fax   818.474.8602
                                           E-Mail       jmcilvery@biztechlaw.com

December 6, 2005

VIA EDGAR

Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 3561
Washington, D.C. 20549

         RE:      TAG-IT PACIFIC, INC.
                  RESPONSES  TO STAFF  COMMENTS OF NOVEMBER 8, 2005 WITH RESPECT
                  TO:

                  ITEM 4.01 FORM 8-K FILED NOVEMBER 7, 2005
                  FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2004
                  FORM 10-Q FOR THE  QUARTERS  ENDED MARCH 31, 2005 AND JUNE 30,
                  2005 FILE NO. 1-13669

Ladies and Gentlemen:

         On behalf of Tag-It Pacific, Inc.(the "COMPANY"), we hereby provide the
following  responses in reply to the Staff's comment  letter,  dated November 8,
2005 (the "COMMENT  LETTER").  In addition,  we have enclosed  copies of (i) the
amendment  on Form 8-K/A filed on November  29, 2005 (the "FORM  8-K/A"),  which
amends the Company's  Current  Report on Form 8-K filed on November 7, 2005, and
(ii) Amendment No. 1 on Form 10-K/A (the "FORM 10-K/A") to the Company's  Annual
Report on Form 10-K for the year ended  December 31, 2004,  which is being filed
along with this letter.

         The factual  information  provided  herein  relating to the Company has
been made  available to us by the  Company.  Paragraph  numbering  used for each
supplemental  response set forth below  corresponds to the numbering used in the
Comment Letter.

FORM 8-K

1.       WE NOTE THAT YOUR AUDITORS WILL RESIGN AT A FUTURE DATE. PLEASE FILE AN
         AMENDMENT  TO THIS  FORM 8-K WHEN  BDO HAS  COMPLETED  ALL WORK AS YOUR
         PRINCIPAL  ACCOUNTANT.  WE WOULD EXPECT YOU TO DISCLOSE THAT THERE WERE
         NO DISAGREEMENTS  THROUGH NOVEMBER 1, 2005, AND THAT THERE ARE STILL NO
         DISAGREEMENTS THROUGH BDO'S LAST DAY AS YOUR PRINCIPAL  ACCOUNTANT,  IF
         TRUE. YOUR EXISTING DISCLOSURE IN THE SECOND PARAGRAPH SIMPLY SAYS THAT
         THERE  WERE NO  DISAGREEMENTS  IN THE  SUBSEQUENT  INTERIM  PERIOD.  WE
         BELIEVE YOU SHOULD

          15821 Ventura Boulevard, Suite 525, Encino, California 91436
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Securities and Exchange Commission
December 6, 2005
Page 2

         REVISE THAT  DISCLOSURE TO DEFINE WHEN THAT  SUBSEQUENT  INTERIM PERIOD
         ENDS. PLEASE REVISE AS NECESSARY.

         The Company has  revised  the  disclosure  in the Form 8-K/A to confirm
that BDO's resignation was effective November 22, 2005 and to specify that there
were no disagreements through that date.

2.       WE NOTE THAT YOU HAVE NOT YET SELECTED NEW AUDITORS.  PLEASE FILE A NEW
         ITEM 4.01 FORM 8-K WHEN YOU ENGAGE NEW AUDITORS.

         The Company acknowledges the Staff's comment.

3.       SUPPLEMENTALLY,   PLEASE   PROVIDE   US  WITH  ANY  LETTER  OR  WRITTEN
         COMMUNICATION  TO AND FROM BDO REGARDING THE  SIGNIFICANT  DEFICIENCIES
         THAT  CONSTITUTED  A MATERIAL  WEAKNESS AS DISCLOSED IN THE FILING.  IF
         THEY DID NOT ADVISE YOU OF THE DEFICIENCIES IN WRITING,  PLEASE TELL US
         HOW THIS INFORMATION WAS COMMUNICATED TO YOU.

          BDO  Seidman,  LLP, did not provide the Company with a letter or other
written communication regarding the significant  deficiencies that constituted a
material weakness as disclosed in the Company's  filing.  These disclosures were
provided  orally to the Company's  Audit Committee of the Board of Directors and
the full Board of Directors, as described below.

         BDO  Seidman,  LLP,  advised  the  Company  at a  meeting  of the Audit
Committee of the Board of Directors held on March 30, 2005 and also at a meeting
of the Board of Directors held on March 30, 2005,  that  additional  disclosures
regarding  material  weaknesses  related to the inventory  held in a third party
warehouse and post closing  adjustments were required in the Company's Form 10-K
for the year ended December 31, 2004.

         BDO  Seidman,  LLP,  advised  the  Company  at a  meeting  of the Audit
Committee of the Board of Directors,  held on May 12, 2005 to discuss its review
of the Company's first quarter results,  that there were no material  weaknesses
for the quarter ended March 31, 2005.

         BDO  Seidman,  LLP  advised  the  Company  at a  meeting  of the  Audit
Committee  of the Board of  Directors,  held on August 19,  2005 to discuss  its
review of the Company's second quarter results, that there were significant post
closing adjustments related to the allowance for doubtful accounts,  reserve for
inventory obsolescence,  and deferred tax asset that suggest a material weakness
in the Company's closing process for the quarter ended June 30, 2005.

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Securities and Exchange Commission
December 6, 2005
Page 3

         BDO  Seidman,  LLP  advised  the  Company  at a  meeting  of the  Audit
Committee  of the Board of  Directors,  held on November 21, 2005 to discuss its
review of the Company's third quarter  results.  BDO identified  these issues in
its  presentation  to the  Audit  Committee,  which  stated  that  there  were a
"significant  number  of  post  closing  entries  recorded  indicating  material
weaknesses  in the  Company's  closing  process  similar to those  cited at both
December 31, 2004 and June 30, 2005."

4.       TO THE EXTENT  NOT  ALREADY  DISCLOSED  IN YOUR FORM 8-K AND FORM 10-K,
         PLEASE  TELL US IN  REASONABLE  DETAIL,  THE  NATURE  OF EACH  MATERIAL
         WEAKNESS AND THE AMOUNTS INVOLVED, IF ANY. ALSO TELL US:

         o        IN WHAT PERIOD EACH MATERIAL  WEAKNESS AND ACCOUNTING ERROR OR
                  MISAPPLICATION OF GAAP OCCURRED;

         o        THE AMOUNT OF ANY ACCOUNTING ERROR OR MISAPPLICATION OF GAAP;

         o        THE REASON(S) FOR EACH ERROR OR MISAPPLICATION OF ACCOUNTING;

         o        WHETHER OR NOT YOU INTEND TO RESTATE ANY PRIOR  PERIOD FOR ANY
                  ADJUSTMENTS. IF NOT, TELL US WHY NOT; AND

         o        IN  DETAIL,  ALL  STEPS  YOU HAVE  TAKEN (OR PLAN TO TAKE) AND
                  PROCEDURES  YOU HAVE  IMPLEMENTED  (OR PLAN TO  IMPLEMENT)  TO
                  CORRECT EACH CONCERN.

          As reported in the Company's  Form 8-K filed on November 7, 2005,  the
Company's Quarterly Reports on Form 10-Q for the periods ended June 30, 2005 and
September  30, 2005 and the  Company's  Annual  Report on Form 10-K for the year
ended December 31, 2004, the Company had the following material weaknesses:

         o        A material  weakness  related to the  physical  controls  over
                  approximately $1.0 million of the Company's  inventory located
                  in a third party warehouse which was included in the Company's
                  financial  statements  for the year ended  December  31, 2004.
                  This weakness was  identified  by the Company's  management in
                  connection with their year-end  physical  inventory count. The
                  Company  believes  this  deficiency  was  limited to the third
                  party warehouse at which the inventory was located.  The third
                  party warehouse,  without the Company's  knowledge or consent,
                  moved  the  inventory  to  different  locations  within  their
                  warehouse  facility.  Therefore,  the  locations  shown in the
                  Company's  detailed  inventory  records did not match with the
                  actual locations of the physical inventory, causing difficulty
                  in locating  the  inventory  during the  physical  count.  The
                  inventory was verified and counted and it was determined  that
                  all  inventory  items  were  present  and  no  write  off  was
                  required.  By  working  with the third  party  warehouse,  the
                  Company was able

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Securities and Exchange Commission
December 6, 2005
Page 4

                  to agree upon  improvements to the warehouse's  procedures for
                  protecting the Company's inventory in their storage space. The
                  Company has  decided to move its  inventory  to another  third
                  party warehouse that the Company believes has better controls,
                  systems and procedures in place.

         o        A  material   weakness   related  to  recording   post-closing
                  adjustments in the Company's financial statements for the year
                  ended  December 31, 2004 related to the allowance for doubtful
                  accounts  and the  deferred  tax  asset,  which  weakness  was
                  identified  by BDO Seidman in connection  with their  year-end
                  audit of the Company's financial statements. The allowance for
                  doubtful  accounts  was  increased  by  $5.0  million  and the
                  deferred  tax asset was  decreased  by $1.8  million.  Both of
                  these adjustments were recorded in the fourth quarter of 2004.
                  To address the material  weakness related to the allowance for
                  doubtful  accounts,  the  Company  continues  to  monitor  its
                  accounts  receivables,  its credit  approval  process  and its
                  collection  history to eliminate the material weakness related
                  to  the  allowance  for  doubtful  accounts.  To  address  the
                  material  weakness  related to the  deferred  tax  asset,  the
                  Company  revised its  valuation  approach  to more  accurately
                  reflect its most recent  performance and the changes occurring
                  in its  marketplace  resulting  in an  improved  forecast  for
                  determining  the  probability  of  realizing  any deferred tax
                  asset.

         o        A material  weakness  related to post-closing  adjustments for
                  the Company's financial  statements for the quarter ended June
                  30, 2005 related to the allowance for doubtful  accounts,  the
                  reserve for inventory obsolescence and the deferred tax asset,
                  which  weakness was  identified  by BDO Seidman in  connection
                  with their review of the Company's  financial  statements  for
                  the second  quarter.  The allowance for doubtful  accounts was
                  increased   by   $6,372,000,   the   reserve   for   inventory
                  obsolescence was increased by $1,550,000, and the deferred tax
                  asset was  decreased by  $1,000,000.  These three  adjustments
                  were  recorded  in the  second  quarter.  The  steps  taken to
                  correct the material  weaknesses  related to the allowance for
                  doubtful accounts and the deferred tax asset consist of better
                  application of the corrective  actions taken to mitigate these
                  same  concerns  that  were  identified  by  BDO  during  their
                  year-end  audit.  The  steps  taken to  correct  the  material
                  weakness  related  to  reserves  for  inventory   obsolescence
                  include implementing a more detailed approach to the Company's
                  inventory review process.

         o        A material weakness related to post-closing adjustments in the
                  Company's financial  statements for the quarterly period ended
                  September  30, 2005,  primarily  related to the  impairment of
                  goodwill,   the  collectabilitiy  of  a  tax  refund  and  the
                  collectability of a claim against a supplier.

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Securities and Exchange Commission
December 6, 2005
Page 5

         None of the material  weaknesses  listed above  involved an  accounting
error or a misapplication of GAAP.

         The  Company  does not  intend to  restate  any prior  periods  for any
adjustments,  because  all the  appropriate  adjustments  were  recorded  in the
periods in which they occurred.

5.       PLEASE  PROVIDE US WITH A SCHEDULE  OF YOUR 2004 FISCAL YEAR END FOURTH
         QUARTER  ADJUSTMENTS  TO CLOSE THE BOOKS,  OR  ADJUSTMENTS  RECORDED IN
         CONNECTION WITH OR AS A RESULT OF THE AUDIT. CLEARLY EXPLAIN THE REASON
         FOR EACH ADJUSTMENT. FOR EACH ADJUSTMENT, SHOW US THE IMPACT ON PRE-TAX
         NET LOSS.  QUANTIFY  THE NET EFFECT OF ALL  ADJUSTMENTS  ON PRE-TAX NET
         INCOME (LOSS).  ALSO, TELL US WHY NONE OF THE  ADJUSTMENTS  RELATE TO A
         PRIOR  PERIOD.  EXPLAIN  IN DETAIL WHY YOU  BELIEVE  THE TIMING OF EACH
         ADJUSTMENT IS APPROPRIATE.

          The Company  recorded  fourth  quarter 2004  post-closing  adjustments
related to the  allowance  for  doubtful  accounts and deferred tax asset in its
financial statements for the year ended December 31, 2004.

         With respect to the  post-closing  adjustment  related to the allowance
for doubtful accounts, the Company's allowance for doubtful accounts at December
31, 2004  includes a reserve of $5.0 million  recorded in the fourth  quarter of
2004 based upon  management's  best estimate of the  collectability  of accounts
receivable  primarily  related  to  two  customers.  The  Company  had  been  in
discussions with these two customers and based upon these discussions,  its past
relationship  with these two customers and their  payment  history,  the Company
used its best  judgment to estimate the  allowance  for doubtful  accounts as of
December  31,  2004.  During  the  period of time  between  the  closing  of the
Company's  books and the  conclusion  of the  audit,  the  Company's  management
obtained  additional  information on the  collectability of accounts  receivable
related  primarily to two customers and determined to change its estimate of the
allowance for doubtful accounts.  This adjustment was disclosed in the Company's
Results of Operations in the Company's Form 10-K for the year ended December 31,
2004. This adjustment increased the Company's pre-tax loss by $5,000,000 for the
fourth quarter and year ended December 31, 2004.

         With respect to the post-closing adjustment related to the deferred tax
asset,  after the Company's initial review,  management  concluded that it could
support its net  deferred  tax asset,  based on  available  net  operation  loss
carryforwards  and other  factors.  The Company  reviewed and analyzed  both the
positive and negative  factors that could affect the realization of its deferred
tax asset.  Upon further review with BDO Seidman,  it was concluded that certain
of the Company's assumptions should be revised downward and the planning horizon
shortened. When these new criteria were incorporated into the

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Securities and Exchange Commission
December 6, 2005
Page 6

analysis,  the  Company  recorded a post  closing  adjustment  on April 5, 2005,
reducing  the net deferred tax asset by $1.8 million to $1.0 million at December
31, 2004.  During the fiscal year 2004,  the Company  believed  that it was more
probable then not that it would be able to realize its recorded net deferred tax
asset,  which consisted  primarily of net operating loss  carryforwards.  It was
only  after  the  Company's  year-end  audit  and the  passage  of time  that it
concluded  that  conditions  had  changed  and that it needed to reduce  its net
deferred tax asset. This decrease in the net deferred tax asset was disclosed