SecProbe.io

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Mail Stop 0309

									November 5, 2004

Chemokine Therapeutics Corp.
2386 East Mall, Suite 208
University of British Columbia
Vancouver, British Columbia V6T 1Z3

Re:  	Chemokine Therapeutics Corp.
Form SB-2 Registration Statement
	File No. 333-117858
Amendment No. 1
Filed October 19, 2004

Dear Dr. Hassan Salari:

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.

General

1. The following comments are limited to your financial statements and
related disclosure.  Your comments related to legal issues will be
delivered under separate cover.

Management`s Discussion and Analysis

Research and Development, page 43

2. Refer to your response to comment 78.  We note that you disclose
that it is difficult to estimate completion dates and completion
costs.  Please clarify your disclosure to indicate whether or not you
can reasonably estimate the anticipated completion dates and estimated
costs of the efforts necessary to complete your two major drug
candidates.  If you can reasonably estimate, please expand your
disclosure to provide the disclosure previously requested.

Financial Statements for the Six Months Ended June 30, 2004

Balance Sheet, F-24

3. We note that you recorded $173,493 in deferred financing costs as
of June 30, 2004 but note that your long term debt did not increase.
Please tell us and disclose your accounting policy for these costs
including why you record them as an asset and your subsequent
accounting for them.

Note 5. Stock Based Compensation, F-31

4. Please refer to your response to comment 84.  Please tell us and
disclose your method of accounting for the cancellation of 1.3 million
options and the granting of the 1.8 million options.  Refer to
Interpretation to Question 11(a) of FIN 44. In your disclosure,
clarify whether or not you are applying variable plan accounting to
the replacement options. If not, please justify for us your
accounting.

*	*	*	*	*

	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 for
an informed 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.

	Notwithstanding our comments, in the event the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such request,
acknowledging that

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy and
accuracy of the disclosure in the filing; and
* the company may not assert this action as 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 connection with our review of your filing or
in response to our comments on your filing.

We will consider a written request for acceleration of the effective
date of the registration statement as a confirmation of the fact that
those requesting acceleration are aware of their respective
responsibilities under the Securities Act of 1933 and the Securities
Exchange Act of 1934 as they relate to the proposed public offering of
the securities specified in the above registration statement.  We will
act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

As appropriate, please amend your registration statement in response
to these comments.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover letter
with your amendment that keys your responses to our comments and
provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please file your cover letter
on EDGAR under the form type label CORRESP.  Please understand that we
may have additional comments after reviewing your amendment and
responses to our comments.

We direct your attention to Rules 460 and 461 regarding requesting
acceleration of a registration statement.  Please allow adequate time
after the filing of any amendment for further review before submitting
a request for acceleration.  Please provide this request at least two
business days in advance of the requested effective date.

You may contact Todd Sherman at (202) 824-5358, or James Rosenberg,
Senior Assistant Chief Accountant, at (202) 942-1840 if you have
questions regarding comments on the financial statements and related
matters.  Please contact Mary Fraser at (202) 942-1864, or me at (202)
942-1840 with any other questions.

								Sincerely,

								Jeffrey P. Riedler
								Assistant Director

Cc:	Squire, Sanders & Dempsey L.L.P.
	801 South Figueroa Street
	14th Floor
	Los Angeles, CA 90017

Dr. Hassan Salari
Chemokine Therapeutics Corp.
November 5, 2004
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