SecProbe.io

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                             RICHARDSON & PATEL LLP
                            10900 Wilshire Boulevard
                                    Suite 500
                              Los Angeles, CA 90024
                            Telephone (310) 208-1182
                            Facsimile (310) 208-1154

                                  March 3, 2005

VIA EDGAR AND OVERNIGHT COURIER

Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 05-11
450 Fifth Street, NW
Washington DC, 20549
Attn.:   William A. Bennett, Esq.
         John Reynolds, Esq.

         Re:      Innovative Card Technologies, Inc.
                  Registration Statement on Form SB-2/A
                  File No. 333-119814

Messrs. Bennett and Reynolds:

      On behalf of Innovative Card Technologies, Inc. (the "Company"), we
enclose for filing under the Securities Act of 1933, as amended, Amendment No. 3
to the above-referenced registration statement (the "Registration Statement"),
together with exhibits thereto. Amendment No. 3 to the Registration Statement
contains revisions that have been made in response to the comments received from
the staff ("Staff") of the Securities and Exchange Commission in their letter
dated February 18, 2005. Set forth below are the Company's responses to the
Staff's comments. We have reproduced the Staff's comments in bold type and have
followed each comment with our response. References in this letter to "we,"
"our" or "us" mean the Company or its advisors, as the context may require.
Clean and marked copies of Amendment No. 3 to the Registration Statement are
being provided supplementally with a copy of this letter for the convenience of
the Staff.

Risk Factors, page 4

1.    Please update to January 20, 2005 the amount of shares outstanding in the
      17th risk factor.

      In response to the Staff's comment, the amount of shares outstanding has
      been updated to March 1, 2005.
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Securities and Exchange Commission
March 3, 2005
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Selling Stockholders, page 11

2.    We note the disclosure in the second paragraph that "upon any such
      transfer the donnee would have the same right of sale as the selling
      shareholder." We redirect your attention to comment 19 in our letter dated
      November 19, 2004 where we stated that all persons using this prospectus
      must be named as selling shareholders and all disclosure pursuant to Item
      507 of Regulation S-B must be included in the prospectus. This may be
      accomplished in an effective registration statement by means of a
      prospectus supplement filed pursuant to Rule 424(b) of Regulation C.

      The disclosure that "upon any such transfer the donnee would have the same
      right of sale as the selling stockholder" has been deleted. In addition,
      disclosure has been added to clarify that any changed information
      regarding the selling stockholders will be set forth in prospectus
      supplements or post-effective amendments, as required.

Plan of Distribution, page 16

3.    We note your statement that the "selling stockholders may use one or more
      of the following methods when selling shares." Item 508 of Regulation S-B
      requires that the company indicate the plan of distribution. Please revise
      this statement and indicate all additional methods of distribution that
      will be used.

      In response to the Staff's comment, we have revised the plan of
      distribution to indicate all additional methods of distribution that will
      be used.

Description of Business, page 24

4.    We note that you expect to have various aspects of your business available
      by "early 2005." Please update this disclosure.

      The disclosure regarding the referenced language has been updated on pages
      1, 24, 25, 26, 27 and 29.

Certain Relationships and Related Transactions, page 32

5.    Per prior comment 13, please disclose the terms of the $130,833 obligation
      to Forest Finkelstein, including rate of interest.

      The disclosure regarding the terms of the $130,833 obligation to Forest
      Finkelstein has been revised in the sub-sections entitled "Consulting
      Services" and "Accounts Payable" of "Certain Relationships and Related
      Transactions" to provide a more detailed description.

Market for Common Equity and Related Stockholder Matters, page 34

6.    Please reconcile the disclosure in this section where you state you have
      18 holders of record of common and 50 holders of record of preferred with
      the disclosure on page 22.
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Securities and Exchange Commission
March 3, 2005
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         In response to the Staff's comment, we have revised and reconciled the
         disclosure concerning the number of holders of common and preferred
         stock on pages 22, 34 and 35.

Executive Compensation, page 36

7.    Please revise the introductory paragraph to include the fiscal year ended
      2004.

      The introductory paragraph has been revised to include the fiscal year
      ended 2004.

Financial Statements

8.    Please note the updating requirements of Item 310(g) of Regulation S-B.

      Noted. The Company has provided and will provide updated financial
      information pursuant to Item 310(g) of Regulation S-B.

Part II

Item 27. Exhibits

9.    Revise your legality opinion to indicate that the opinion opines upon
      Delaware law including the statutory provisions, all applicable provisions
      of the Delaware Constitution and all reported judicial decisions
      interpreting those laws.

      In addition, please either remove or explain the qualification set forth
      in the last sentence of the second paragraph.

      We have revised our opinion as requested by the Staff and have deleted the
      qualification set forth in the last sentence of the second paragraph.

Item 28. Undertakings

10.   We do not understand the purpose for including the fourth undertaking
      regarding Rule 430A.

      In response to the Staff's comment, we have deleted the fourth
      undertaking.

      In addition, we have added disclosure regarding the Company's recently
launched website on page 1. Information regarding George Hoover, one of the
Company's directors, and the legal services that Blakely Sokoloff Taylor &
Zaffman, LLP has rendered to the Company has been added to the section entitled
"Certain Relationships and Related Transactions." Mr. Hoover is a partner in the
firm of Blakely Sokoloff Taylor & Zaffman. The disclosure regarding the series A
preferred stock has been revised throughout the Registration Statement to
clarify that only the 1,844,500 shares of series A preferred stock covered by
the prospectus will automatically convert upon effectiveness. The remaining
999,000 outstanding shares of series A preferred stock will not automatically
convert upon effectiveness of the Registration Statement.
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Securities and Exchange Commission
March 3, 2005
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      We hope that the information contained in this letter satisfactorily
addresses the comments by the Staff. Please do not hesitate to contact the
undersigned by telephone at (310) 208-1182, or by facsimile at (310) 208-1154.

                                                     Very truly yours,
                                                     Richardson & Patel LLP

                                                     /s/ Dorothy B. Vinski, Esq.

                                                     Dorothy B. Vinski, Esq.

Enclosures

cc(w/o encs.):    Mr. Alan Finkelstein, Innovative Card Technologies, Inc.
                  Mr. Bennet Lientz, Jr., Innovative Card Technologies, Inc.
                  Nimish Patel, Esq., Richardson & Patel
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