SecProbe.io

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June 3, 2005

Mail Stop 0510

By U.S. Mail and facsimile to (250) 991-9316

Daniel B. O`Brien
President and Chief Executive Officer
Flexible Solutions International, Inc.
615 Discovery Street
Victoria, British Columbia
V8T 5G4, Canada

Re: 	Flexible Solutions International, Inc.
	Registration Statement on Form S-3
Filed May 9, 2005
	File No. 333-124751
	Form 10-KSB for Fiscal Year Ended December 31, 2004
	Form 10-QSB for Fiscal Quarter Ended March 31, 2005
	File No. 1-31540

Dear Mr. O`Brien:

      We have reviewed your filings and have the following
comments.
Where indicated, we think you should revise your documents 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 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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form S-3 filed May 9, 2005
General

1. Given the purchase price of the Donlar Corporation acquisition
was
$6.15 million, which represents approximately 96% of your total
assets at December 31, 2003, please provide the financial
statements
for the business acquired pursuant to Item 310(c) of Regulation S-
B
and corresponding pro forma financial information required
pursuant
to Item 310(d) of Regulation S-B.  Refer to Item 11(b)(i) of the
Form
S-3.  In addition, it is not clear why these audited financial
statements and pro forma financial information were not previously
provided in a Form 8-K.  Please file a Form 8-K with the required
information.  Otherwise, please provide us with your significance
tests demonstrating that these financial statements are not
required.

2. If you cannot provide us with your significance tests
demonstrating that it was unnecessary for you to file an amended
Form
8-K containing Donlar Corporation`s audited financial statements
within 60 days of the date the initial Form 8-K was filed, as
required by Form 8-K rules effective at that time, you will need
to
amend this Form S-3 to a form on which you are eligible to
register.
See paragraph I.A.3 of Form S-3.  We may have further comments
upon
review of your response.

Cover

3. It appears that the warrants were immediately exercisable when
issued.  It is the Division`s position that, for the purposes of
Section 5, the offer of convertible securities is also an ongoing
offering of the underlying security if the securities are
convertible
at any time within one year.  As a result, the holders of the
warrants cannot receive shares registered in this offering.
However,
you may register the resale of the underlying common stock.
Please
revise the prospectus as necessary.

Incorporation of Certain Documents by Reference, page I-1

4. Please include your Form 10-QSB filed on May 13, 2005.

Prospectus Summary, page I-4

5. The summary is much too detailed and includes information about
Flexible Solutions and its business best included elsewhere in the
prospectus.  Please revise so that the summary highlights in a
brief
overview the key aspects or features of Flexible Solutions and the
offering.  See Item 503(a) of Regulation S-B.  To the extent you
retain disclosure in this section, be sure that you balance it by
summarizing significant attendant risks.
The Offering, page I-12

6. Please state the consideration you received for the shares and
the
warrants in the April 13, 2005 transaction.  In addition, specify
whether the warrants were immediately exercisable.

Risk Factors, page I-14

7. Some of your risk factor headings merely state a fact or
describe
an event that may occur in the future or are too vague to
adequately
describe the risk that follows.  For example, "We are dependent
upon
certain customers."  Please revise your risk factor headings to
succinctly state the risk that flows from the fact or uncertainty.

8. We note disclosure of on-going operating losses and negative
cash
flow on page I-14 and that it is likely you will need to obtain
additional funds on page I-18.  Please specify the period of time
for
which you can satisfy your cash requirements without obtaining
additional financing.

We have a limited operating history upon which to evaluate our
potential for future success, page I-14

9. Please specify the risks and uncertainties frequently
encountered
by middle stage companies.

Selling Shareholders, page I-20

10. Please tell us whether any of the entities listed in the
selling
shareholders table are broker-dealers or affiliates of a broker-
dealer.  If a selling shareholder is a broker-dealer, the
prospectus
should state that the seller is an underwriter and you must amend
the
filing to a form for which you are eligible to do a primary
offering.
If a selling shareholder is an affiliate of a broker-dealer,
provide
the following representations in the prospectus: (1) the seller
purchased in the ordinary course of business, and (2) at the time
of
the purchase of the securities to be resold, the seller had no
agreements or understandings, directly or indirectly, with any
person
to distribute the securities.  If you are unable to make those
representations in the prospectus, state that the seller is an
underwriter and amend to a form for which you are eligible to do a
primary offering.

Undertakings, page II-3

11. Please revise paragraph (a)(2) of this section to state its
applicability to the Securities Act of 1933, rather than the
Securities Exchange Act of 1934.  See Regulation S-B, Item
512(a)(2).
Exhibits

12. Please include the stock purchase agreement and warrant
agreement
as exhibits to the registration statement.

Legality Opinion, Exhibit 5.1

13. Please revise the legality opinion to state that you are
registering the resale of up to 1,800,000 shares.

14. The legality opinion must opine on the corporate laws of the
state of incorporation.  Revise to clarify that counsel is opining
on
all applicable statutory provisions of Nevada law, including the
rules and regulations underlying those provisions, and the
applicable
judicial and regulatory determinations.

Form 10-KSB for the Year Ended December, 31, 2004
Comment applicable to overall filing

15. Please file an amendment to your Form 10-KSB which addresses
all
of the comments below.

Cover Page, page 1

16. Please include the commission file number (1-31540) on the
cover
of your Form 10-KSB.

Legal Proceedings, page 10

17. Please disclose the relief sought in each proceeding.

Equity Compensation Plan Information, page 11

18. Please describe the material features of the equity
compensation
plans that were not approved by shareholders.

Management`s Discussion and Analysis
Results of Operations, page 13

19. Please discuss in greater detail the business reasons for the
changes between periods in the sales and gross profit margin of
each
of your segments discussed in Note 13 of your financial
statements.
In doing so, please disclose the amount of each significant change
in
these line items between periods and the business reasons for it.
In
circumstances where there is more than one business reason for the
change, attempt to quantify the incremental impact of each
individual
business reason discussed on the overall change in the line item.
Also quantify the impact of the business reasons you discuss
throughout MD&A for other line items.  See Item 303 of Regulation
S-B
and Financial Reporting Codification 501.04.

Liquidity and Capital Resources, page 15

20. Given that you state that you have sufficient capital to
support
your business and operations for only at least the next 3 months
and
that you had negative cash flows from operations for each of the
two
years ended December 31, 2004, a working capital deficiency at
December 31, 2004, and net loss for the year ended December 31,
2004,
we would expect to see a detailed discussion of the expected
sources
and uses of cash for at least the following 12 month period based
on
the requirements of Item 303 of Regulation S-B and SEC Release 33-
8350.   Otherwise, we would expect to see a going concern opinion.
Please advise.  Please also discuss the types of financing that
are,
or are reasonably likely to be, available and address the
potential
consequences of not obtaining additional funding.

Report of Independent Registered Public Accounting Firm, page 17

21. Given the reference to another firm of chartered accountants
in
the report of Cinnamon Jang Willoughby & Company, please include
the
report of this other firm dated March 12, 2003.

Financial Statements

22. Please display comprehensive income and its components in a
financial statement, which should have the same prominence as
other
financial statements.  Paragraph 22 of SFAS 130 requires that net
income be a component of comprehensive income in such a financial
statement.  See Appendix B of SFAS 130 for examples.

Consolidated Statements of Operations for the Three Months Ended
December 31, 2004 and 2003, page 20

23. Given that the report of Cinnamon Jang Willoughby & Company
does
not refer to these financial statements, it does not appear that
these financial statements are audited.  Please clearly mark these
statements as "Unaudited," or remove the statements of operations
for
the three months ended December 31, 2004 and 2003.

Consolidated Statements of Cash Flows, page 21

24. Given that Note 1 indicates that you acquired the Donlar
Corporation for cash and debt, please separately present cash used
for business acquisitions on your statements of cash flows.

Notes to the Consolidated Financial Statements
Note 1. Basis of Presentation, page 23

25. Please provide all of the disclosures required by paragraphs
51,
52, 54, and 55 of SFAS 141 for the acquisition of Donlar
Corporation.
Given that you state on page 3 that $1.7 million of intellectual
property was acquired and Note 1 shows that the only assets
acquired
were current assets and property and equipment, it is not clear
how
the $1.7 million is reflected in your purchase price allocation.
Please clarify your disclosure and also disclose how you arrived
at
the amount that is allocated to intellectual property.  Please
also
disclose how you determined it was appropriate to allocate the $.3
million of acquisition costs to property and equipment.

Note 2. Significant Accounting Policies

26. Please disclose the types of expenses that you include in the
cost of sales line item.  Please tell us whether you include
inbound
freight charges, purchasing and receiving costs, inspection costs,
warehousing costs, internal transfer costs, and the other costs of
your distribution network in the cost of sales line item.  With
the
exception of warehousing costs, if you currently exclude a portion
of
these costs from cost of sales, please disclose:
* In a footnote the line items that these excluded costs are
included
in and the amounts included in each line item for each period
presented; and
* In MD&A that your gross margins may not be comparable to those
of
other entities, since some entities include all of the costs
related
to their distribution network in cost of sales and others like you
exclude a portion of them from gross profit, including them
instead
in a line item, such as operating expenses.

f) Revenue Recognition, page 25

27. Your discussion under the heading "Allowances for Product
Returns" on page 13 states that certain customers have the right
to
return product which they are unable to sell.  Expand your revenue
recognition policy to disclose how you recognize revenue in these
arrangements as well as how this revenue recognition policy
complies
with SAB Topic 13:A.

h) Stock Based Compensation, page 25

28. You state that you use the fair value based method to account
for
stock based compensation.  Note 11 indicates that you use the
intrinsic value method to account for stock based compensation
given
to employees.  Please clarify your disclosure to state which
method
is used.

m) Recent Accounting Pronouncements, page 26

29. Please update your recent accounting pronouncements to reflect
those pronouncements that have been issued but not yet adopted as
required by SAB Topic 11:M.

Note 7. Investments, page 28

30. Please disclose how you accounted for the transaction with
Tatko
Inc.  Your explanation should refer to the accounting literature
used
to determine the appropriate accounting.  Your disclosures on page
28
and 34 indicate that you gave Tatko Inc. 100,000 shares of your
common stock in exchange for an option to purchase a 20% interest
in
Tatko Inc. and services.  Please also explain how you are
accounting
for the option subsequent to the acquisition including what steps
you
have taken to ensure that the carrying value of your option is
realizable.

Note 10. Net Income (Loss) Per Share, page 30

31. For each period presented, please disclose the securities that
could potentially dilute basic EPS in the future that were not
included in the computation of diluted EPS because to do so would
have been antidilutive for the period.  Refer to paragraph 40(c)
of
SFAS 128.

Note 11. Stock Options, page 31

32. During the year ended December 31, 2003, you cancelled
2,000,000
stock options to consultants pursuant to the terms of the
contract,
resulting in a recovery of consulting expense of $2,480,000.
Please
tell us more about the accounting of these stock options.
Specifically, address the following:
* Tell us how you accounted for the original issuance of the
2,000,000 stock options including the accounting literature used
and
the period in which the expense was recorded.  Tell us how you
determined this was the appropriate period to record this expense;
and
* Tell us the specific terms of the contract that led to the
cancellation of these stock options.  Tell us how you accounted
for
the cancellation including the specific accounting literature
used.

Note 13. Segmented, Significant Customer Information and Economic
Dependency, page 33

33. You state that you operate in two segments.  Please provide
the
disclosures required by paragraphs 25 through 32 of SFAS 131 for
each
of your reportable segments.  If you have aggregated your two
operating segments into one reportable segment, please tell us how
you determined you met each of the aggregation criteria discussed
in
paragraph 17 of SFAS 131, including similar economic
characteristics.

34. Please provide the enterprise-wide disclosures required by
paragraphs 37 through 39 of SFAS 131.  These disclosures should
include the amount of revenues reported from external customers in
your country of domicile and other geographic regions similar to
how
you have provided disclosures for long-lived assets.

Note 14.  Commitments, page 33

35. Please disclose how you account for (a) step rent provisions
and
escalation clauses and (b) capital improvement funding and other
lease concessions, which may be present in your leases.  If, as we
assume, they are taken into account in computing your minimum
lease
payments and the minimum lease payments are recognized on a
straight-
line basis over the minimum lease term, the note should so state.
If
our assumption is incorrect, please tell us how your accounting
complies with SFAS 13 and FTB 88-1.  Paragraph 5.n. of SFAS 13, as
amended by SFAS 29, discusses how lease payments that depend on an
existing index or rate, such as the consumer price index or the
prime
interest rate, should be included in your mi