Mail Stop 03562-CF/AD 11
      						July 7, 2005

Via U.S. Mail and Fax (912) 598-8776

Mr. Stephen D. Barnhill, M.D.
Chief Executive Officer
Health Discovery Corporation
1116 South Old Temple Road
Lorena, TX 76655

	RE:	Health Discovery Corporation
      Form 10-KSB for the fiscal year ended December 31, 2004
      Form 10-QSB for the period ended March 31, 2005
		File No. 333-62216

Dear Mr. Barnhill:

      We have reviewed your supplemental response letter dated
JJune
8, 2005 as well as the above referenced filings and have the
following additional comment.  As noted in our comment letter
dated
May 16, 2005, we have limited our review to your financial
statements
and related disclosures and will make no further review of your
documents.  As such, all persons who are responsible for the
adequacy
and accuracy of the disclosure are urged to be certain that they
have
included all information required pursuant to the Securities
Exchange
Act of 1934.  Please address the following comments in the future
filings.  If you disagree, we will consider your explanation as to
why our comment is inapplicable or a future 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 that 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.




Health Discovery Corporation
July 7, 2005
Page 2

Form 10-KSB for the year ended December 31, 2004

1. Clyde Bailey`s letter dated May 11, 2005 to us indicated that
they
have withdrawn their consent included in the recent Form SB-2
filed
by you.   Please ask your auditors- Clyde Bailey to confirm us
directly, whether they have not withdrawn their report included in
the Form 10-KSB for the year ended December 31, 2004.

Form 10-QSB for the period ended March 31, 2005

Additional Funding Requirement, page 7

2. You indicate that you have sufficient cash to continue
operations
through August, 2005 based on your current cash flows. Please tell
us
what consideration was given to the requirements of Section 607.02
of
the Financial Reporting Codification which requires that due to
your
financial difficulties and in absence of any viable plan to
generate
sufficient cash to support the operations during the twelve month
period following the date of the financial statements, the
financial
statements should be prepared on the liquidation basis rather than
on
the going concern basis.


		* * * * * *


      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing 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.

      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 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.

Health Discovery Corporation
July 7, 2005
Page 3


      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.

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your responses to our comments and provides any
requested supplemental information.  Please file your response
letter
on EDGAR.  You may contact Gopal Dharia, Staff Accountant, at
(202)
551-3353 or Ivette Leon, Assistant Chief Accountant, at (202) 551-
3351 if you have questions regarding comments on the financial
statements and related matters.  Please contact me at (202) 551-
3810
with any other questions.


							Sincerely,


							Larry Spirgel
							Assistant Director
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