SecProbe.io

<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>

Mail Stop 0510

      March 3, 2005

By U.S. mail and facsimile to (416) 495-8625

Ms. Betty-Ann Harland
Chief Executive Officer
International Development Corp.
534 Delaware Avenue, Suite 412
Buffalo, NY  14202

RE:	Form 10-KSB and Form 10-KSB/A for the Fiscal Year Ended
August 31, 2004
		Form 10-QSB for the Quarter Ended November 30, 2004
			File No. 000-31343

Dear Ms. Harland:

		We have reviewed your response letter dated February 22,
2005 to our letter dated February 4, 2005 and have the following
comments.

Form 10-KSB and Form 10-KSB/A for the Fiscal Year Ended August 31,
2004

Item 6. Management`s Discussion and Analysis or Plan of Operation

Results of Operations, p. 11

1. Provide to us in a supplemental letter and in future filings
revise to include a more comprehensive analysis regarding the
changes
in your revenue amounts period over period.   Refer to guidance
presented in Release No. 33-8350: Interpretation - Commission
Guidance Regarding Management`s Discussion and Analysis of
Financial
Condition and Results of Operations.

Item 8A. Controls and Procedures, p. 13

2. We have noted your disclosure on page 1 of your amended Form
10-
KSB that, "we incorrectly stated that we had terminated our water
purification business.  The mistake was unintentional and a result
of
oversight."  In consideration of this disclosure, please clarify
for
us how management determined that its disclosure controls and
procedures were effective as of August 31, 2004 and the subsequent
interim periods or revise to clarify that they were ineffective.

Form 10-QSB for the Quarter Ended November 30, 2004

Balance Sheets, p. 1

3. We have noted in your response to our comment number 2 in our
letter dated February 4, 2005 that your inventory balance remained
the same level because you did not terminate the water
purification
business.  In consideration that your inventory balance did not
change for three months and that you did not have any revenue
during
this period, please explain to us your ability to sell this
remaining
inventory or why a full excess inventory reserve is not warranted.

4. We also note that your accounts receivable balance has not
materially changed since August 31, 2004.  Tell us the days
outstanding for your material accounts receivable as of November
30,
2004 and how you assessed those accounts are recoverable.

*    *    *    *

		Please respond to these comments within 10 business
days,
or tell us when you will provide us with a response.  Please
provide
us with a supplemental response letter that keys your responses to
our comments and provides any requested supplemental information.
Detailed letters greatly facilitate our review.  Please file your
supplemental response on EDGAR as a correspondence file.  Please
understand that we may have additional comments after reviewing
your
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 their filings;
* 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.

      If you have any questions regarding these comments, please
direct them to Ryan Rohn, Staff Accountant, at (202) 824-5525 or,
in
his absence, to Jeanne Baker, Assistant Chief Accountant at (202)
942-1835, or the undersigned at (202) 942-1798.

							Sincerely,

							John Hartz
							Senior Assistant Chief
Accountant

??

??

??

??

Ms. Betty-Ann Harland
International Development Corp.
March 3, 2005
Page 3 of 3

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0510

         DIVISION OF
CORPORATION FINANCE

</TEXT>
</DOCUMENT>