SecProbe.io

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Via Facsimile and U.S. Mail
Mail Stop 6010

November 23, 2005

Mr. S. Colin Neil
Chief Financial Officer, Secretary
and Treasurer
Axonyx Inc.
500 Seventh Avenue, 10th Floor
New York, NY  10018

Re:	Axonyx, Inc.
	Form 10-K for the Fiscal Year Ended December 31, 2004
	File No. 000-25571

Dear Mr. Neil:

      We have reviewed your filing and have the following comment.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your document.  In our comment, we ask you to provide
us
with information so we may better understand your disclosure.
Please
be as detailed as necessary in your explanation.  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 comment or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 10-K for the Year Ended December 31, 2004

Consolidated Financial Statements, page F-2

Notes to Consolidated Financial Statements, page F-8

Note B - Significant Accounting Policies, page F-8

[1] - Principles of Consolidation, page F-8

1. Please tell us why it is appropriate for the "Outside interest
in
OXIS" to include "a portion of the carrying value of technology
for
developed patents" and cite the authoritative literature
supporting
this accounting.

      Please respond to these comment within 10 business days or
tell
us when you will provide us with a response.  Please furnish a
letter
that keys your response to our comment and provide the requested
information.  Detailed letters greatly facilitate our review.
Please
file your letter on EDGAR under the form type label CORRESP.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  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 your letter, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments 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 Tabatha Akins, Staff Accountant, at (202)
551-
3658 or Oscar Young, Senior Accountant, at (202) 551-3622 if you
have
questions regarding the comments.  Please contact me at (202) 551-
3679 with any other questions.

Sincerely,

Jim B. Rosenberg
Senior Assistant Chief
Accountant
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Mr. S. Colin Neil
Axonyx, Inc.
November 23, 2005
Page 3

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