Joseph J. Tomasek, Esq. 77 North Bridge Street Somerville, New Jersey 08876 December 1, 2005 FOR THE EXCLUSIVE USE OF THE SECURITIES AND EXCHANGE COMMISSION ONLY VIA EDGAR AND TELECOPY ONLY Securities and Exchange Commission Mail Stop 4561 100 F Street, N.E. Washington, D.C. 20005 Attention: Patrick Gilmore, Accountant RE: Magnitude Information Systems, Inc. Form 10-KSB for the Fiscal Year Ended December 31, 2004 Filed March 30, 2005 File No. 000-32485 Dear Mr. Gilmore: Further to our telephone conversation of this morning concerning whether or not certain warrants issued during fiscal years 2003 and 2004 enjoyed any "registration rights", please be advised that I have reviewed the Certificate of Designations setting forth all of the rights, privileges, etc., of the Series E Senior Convertible Preferred Stock which were issued in tandem with certain common stock purchase warrants and this instrument contained no reference to nor provided any "registration rights" of any nature whatsoever. Please be further advised that I spoke with Dan Brown of Rosenberg Rich Baker Berman & Co., this morning and he will be telephoning you this morning to hopefully resolve this issue and any others raised in the Staff's comment letter dated November 15, 2005. Thank you for your continued professional assistance in these matters. Very truly yours, /s/ Joseph J. Tomasek Joseph J. Tomasek, Esq. cc: Steve D. Rudnik, President Magnitude Information Systems, Inc. Joerg Klaube, Chief Financial Officer Magnitude Information Systems, Inc.