Via Facsimile and U.S. Mail
Mail Stop 6010


February 2, 2006


Mr. Dan Farrow
Chief Financial Officer
14 Hostmoor Avenue
March, Cambridgeshire
United Kingdom, PE15 0AX

Re:	BioProgress PLC
	Form 20-F for the Fiscal Year Ended December 31, 2004
	File No. 000-50994


Dear Mr. Farrow:

      We have reviewed your January 9, 2006 response to our
December
21, 2005 comment letter and have the following comment.  We think
you
should revise your document in response to the comment.  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.

	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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 20-F for the Year Ended December 31, 2004

Item 15.  Controls and Procedures, page 55

1. We note your response to our prior comment.  Please revise the
filing to clearly state that your disclosure controls were
ineffective instead of "not necessarily adequate."   It is unclear
in
your disclosure in this document as well as subsequent Forms 6-K
how
you addressed the deficiencies noted in this review.   Provide
further clarification in the filing as to what actual deficiencies
you identified along with their implications to your financial
statements and disclosures.  Also address in the filing how the
company is working to remediate and overcome these identified
deficiencies.


*    *    *    *

       As appropriate, please amend your filing within 10 business
days or tell us when you will provide us with a response.  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 response to our comment and provides any requested
information.  Detailed cover letters greatly facilitate our
review.
Please file your letter on EDGAR under the form type label
CORRSEP.
Please understand that we may have additional comments after
reviewing your amendment and responses to our comment.

      You may contact Tabatha Akins, Staff Accountant, at (202)
551-
3658, or Jim Atkinson, Accounting Branch Chief, at (202) 551-3674,
if
you have questions regarding the comments.  In this regard, do not
hesitate to contact me, at (202) 551-3679.


Sincerely,



Jim B. Rosenberg
Senior Assistant Chief Accountant
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Ms. Dan Farrow
BioProgress PLC
February 2, 2006
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