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      Coment Letter to the SEC dated 12-9-05

    December 9,
      2005

    Mr.
      John
      Hartz

    Senior
      Assistant Chief Accountant

    Division
      of Corporation Finance

    United
      States Securities and Exchange Commission

    Washington,
      DC 20549-0404

    Re:
      Your
      letter dated 11/22/05 regarding: Ball Corporation’s

    Form
      10-K
      for the year ended December 31, 2004, and

    Forms
      10-Q for the quarters ended April 3 and July 3, 2005

    File
      No.
      001-7349

    Dear
      Mr.
      Hartz:

    We
      understand that the purpose of your review process is to assist us in complying
      with and enhancing the disclosures in the filings we make with the Commission
      and, therefore, we welcome your input. After giving consideration to your
      comments, we have the following responses.

    Form
      10-K for Fiscal year ended December 31, 2004

    Note
      2. Business Segment Information

    Comment
      #1 - You
      disclose that you operate in three segments, North American packaging,
      international packaging and aerospace and technologies. However, in your
      business section and MD&A, you separately discuss product lines such as
      North American metal beverage containers, North American metal food containers
      and North American plastic containers. Please tell us the factors used to
      identify the Company’s reportable segments and explain why you believe that
      North American metal beverage, North American metal food and North American
      plastics are not separate reportable segments pursuant to paragraphs 10-17
      of
      SFAS No. 131. See also paragraph 26 of
      SFAS 131.

    The
      following discussion supports our current reporting by demonstrating that
      although each of the three current North American product lines arguably meets
      the definition of operating segments under SFAS No. 131, we satisfy
      the aggregation criteria listed in Paragraph 17. Therefore, we
      appropriately combine the three product line segments into one reportable
      segment.

          Ball
            Corporation

          December
            9, 2005

          Page
            2

    The
      basis
      for aggregating the various product lines within the North American packaging
      segment under SFAS 131, paragraph 17, follows:

    Economic
      factors:
      The
      North American packaging segment is headed by a Chief Operating Officer (“COO”),
      under which are separate presidents for each of the three North American
      packaging product lines. The three product line presidents do not have broad
      resource allocation or contractually binding authority and make some limited
      operational decisions. For the most part, product line presidents have direct
      responsibility over the day-to-day manufacturing operations, while all major
      decisions regarding purchasing, sales, marketing, capital investment and
      strategic direction are made by the COO of the segment. Further, all financing
      issues, significant expenditures, sales and materials purchase contracts, and
      management compensation arrangements are approved, as required, by the Chief
      Operating Decision Making (“CODM”) body, comprised of the COO, Chief Financial
      Officer and Chairman, President and Chief Executive Officer, or the Board of
      Directors. Certain non-GAAP financial information is available for each of
      the
      product lines within the North American packaging segment. However, key
      operations support activities such as purchasing, logistics, sales, marketing,
      human resources functions, accounts payable and payroll processing are shared
      and related costs are allocated. In several cases, manufacturing operations
      are
      also shared between the metal container lines, necessitating additional
      accounting allocations.

    In
      making
      capital investment decisions, the COO and CODM require that any investment
      must
      meet a required rate of return on the investment. The required rate of return,
      currently nine percent, for all invested capital and for capital expenditure
      requests is the same for all three product lines.

    Earnings
      before interest and taxes (“EBIT”) for each product line, including allocated
      G&A costs of the packaging headquarters as well as allocated corporate
      costs, is the key profit measure utilized by the COO, and CODM, in evaluating
      performance. Many key packaging functions are shared in a central packaging
      headquarters where costs related to these key functions are allocated to the
      three product lines and such allocations are directed by the COO. We also have
      considerable food can volumes that are manufactured in beverage can plants
      where
      certain plant and G&A costs and manufacturing variances are allocated. While
      all of these allocations are generally made on a consistent basis, the
      allocations can be arbitrary and impacted by decisions of the COO.

    Multiyear
      sales contracts are often negotiated on a multi-product basis where our
      customers purchase products from one packaging product line in return for
      discounts or incentives on products within one or more of the other product
      lines. As we continue to develop our plastic packaging product line,
      particularly in beer, we believe the business will continue to migrate to the
      use of more multi-product sales arrangements with an increasing cross section
      of
      customers participating in metal beverage cans and plastic bottles.

    Under
      these arrangements and with cost allocations, margins and cash flows may be
      sacrificed by the COO or CODM in one product line for the benefit of another
      product line and, therefore, one product line’s performance and cash flows may
      be diminished on a stand-alone basis while the other product line’s performance
      and net cash flows may be improved.

          Ball
            Corporation

          December
            9, 2005

          Page
            3

    As
      a
      consequence of the above, aggregation of the financial data of the North
      American product lines most fairly represents their financial performance.
      Economic characteristics such as long-term average EBIT margins, sales growth
      trends, operating free cash flows (free cash flow being used by the CODM and
      defined as cash flow from operating activities less capital expenditures),
      etc.,
      that are viewed in the aggregate are not impacted by the arbitrary cost
      allocations or margins sacrificed for one product line on behalf of another.

    Nature
      of products:
      Although
      the products may be made of different materials (aluminum, steel, plastic
      resin), their nature is more than similar (packaging products for
      food/beverages) and customers view the products as interchangeable. We currently
      have significant customers who can generally put their product in several of
      our
      packaging products, and we are doing research to allow others to do the same.
      The food container product line includes cans for certain beverage products
      including tomato juice, fruit juices and nutriceutical products. There is also
      a
      trend to convert food containers from steel to two-piece aluminum, as well
      as a
      trend to convert food containers from three-piece steel to two-piece steel
      containers that are manufactured in beverage can plants. For the year ended
      December 31, 2004, approximately 28 percent of all Ball food cans sold were
      two-piece steel cans manufactured in beverage can plants. Ball has always
      considered itself a manufacturer of a range of “packaging products” to meet
      customer requirements.

    While
      there are three different primary raw materials used in our manufacturing
      process and the raw material component is the most significant cost element
      of
      our products, the cost of the raw materials, including changes in market prices,
      is, for the most part, passed through to the customer in our North American
      sales contracts. As a result, EBIT margins are only minimally impacted, if
      at
      all, by the price of the raw material component, thus eliminating a potentially
      significant distinguishing feature.

    Nature
      of the production processes:
      Production methods are substantially similar based on the criteria discussed
      in
      Appendix B of SFAS No. 131. The packaging product lines are similarly
      capital and labor intensive for similar levels of productive capacity, and
      they
      share similar basic manufacturing characteristics. Further, the manufacturing
      process is sufficiently similar to permit Ball to manufacture multiple product
      lines in shared plants supported by common quality assurance, customer service,
      engineering and other plant personnel. This is best demonstrated by the ease
      of
      converting two-piece beverage can lines into food can lines, one in our Findlay,
      Ohio, plant and, more recently in 2003, in our Milwaukee, Wisconsin, plant.
      Further, two-piece can technology is used for both the beverage and food can
      lines, the latter having traditionally used three-piece technology. Third,
      both
      lines use metal as the key raw material.

    While
      plastic container manufacturing requires a different process and resin is the
      primary raw material, the key factors considered in the process are still quite
      similar. These factors include, but are not limited to, the use of tooling
      and
      dies or molds to transform a primary raw material into a final packaging
      product, the ability of the container to meet FDA standards, the ability to
      retain carbonation, flavor and other characteristics of the food or beverage,
      and the retention of the desired

          Ball
            Corporation

          December
            9, 2005

          Page
            4

    temperature
      of the filler’s product, if a requirement. Similarities also exist in the
      conveying and packaging of these three product lines. The lines of business
      are
      capital intensive and have similar labor requirements.

    Type
      or class of customers:
      In
      accordance with the expanded definition of similarity found in Appendix B
      to SFAS No. 131, and in relation to the three product lines in the
      North American packaging segment, similar marketing methods are employed,
      overlapping target customer markets exist, and the customer-demand levels for
      each product are similarly sensitive to market price changes and the changes
      in
      general economic conditions. The customers of each line are the same or are
      similar in that they are primarily large, multinational corporations, they
      produce foods and beverages and, in many cases, the same customer buys from
      each
      line of containers and considers them interchangeable. Ball entered the plastic
      container business largely to satisfy the expanding needs of certain metal
      container customers who buy both plastic and metal containers.

    Our
      customers’ use of our different products is driven by various factors in their
      own businesses including promotional activities, demands from their customer
      base and their target markets or venues. Plastic bottles and metal beverage
      cans
      are viewed by our beverage customers as substitutable packages and are managed
      within Ball as a homogeneous product line. Over 75 percent of the total sales
      from the plastic packaging product line are made to customers that are also
      customers for metal beverage cans. We entered the plastics packaging business
      as
      a direct response to our beverage and food customers’ requests for a wider
      variety of rigid packaging products. Our investment in plastics expanded our
      ability to serve existing customers and to increase our appeal to others who
      desired to have plastic containers as an alternative package for their products,
      including, but not limited to, soft drinks, fruit and vegetable juices and
      alcoholic beverages.

    There
      is
      not a clear distinction among products within the product lines. For example,
      containers for beverages are produced within all three packaging product lines.
      Many food can customers are also beverage container customers, and certain
      other
      customers, such as Pepsi Co., and its affiliates, comprise a significant
      percentage of both our plastic and our metal beverage container sales. Also,
      the
      focus of our plastic container business has been soft drinks and bottled water;
      however, the field has broadened, and we are developing plastic containers
      for
      beer and for hot-fill products such as sports drinks, fruit and vegetable juices
      (the packaging for which has historically been metal cans). In addition, certain
      Ball customers purchase both three-piece steel and two-piece aluminum products
      to accommodate both high-acid and low-acid products.

    Method
      used to distribute the products:
      Methods
      of distribution are similar, consisting primarily of pallets of containers
      shipped on trucks to filling locations within 300 miles of each manufacturing
      plant. As discussed earlier, logistics and packaging material costs are shared
      among the three packaging businesses.

    Nature
      of the regulatory environments:
      Regulatory environments are similar, with equivalent FDA compliance required
      for
      each product line.

          Ball
            Corporation

          December
            9, 2005

          Page
            5

    While
      we
      would agree that various financial data on each product line is available,
      an
      analysis of the data will not add to a better understanding of Ball’s North
      American packaging business as a whole and in certain instances may be
      misleading. Not understanding the complex and constantly changing
      interrelationships among the various packaging product lines could lead
      financial statement users to erroneous conclusions regarding the short- and
      long-term prospects of any one product line at a given point in time. We believe
      that we clearly meet the aggregation criteria and aggregation is simply the
      only
      way to truly reflect the economic factors of our North American packaging
      business. We also believe that showing our North American packaging business
      as
      one reportable segment best portrays Ball’s business as it is managed internally
      and provides a financial statement reader with a better understanding of Ball’s
      performance, a better assessment of our prospects for future cash flows and
      a
      more informed judgment about our enterprise as a whole.

    Please
      note that in late 1999 and early 2000, we received and responded to several
      Commission comments regarding the determination of our reportable segments
      under
      SFAS No. 131. The Commission previously accepted our segment reporting
      after consideration of our responses. We would like to emphasize that the
      reasons for aggregation presented in our 1999 responses continue to be prevalent
      today and have become even more compelling given the further integration of
      the
      North American packaging functions.

    It
      is our
      hope that the factors we have brought to your attention will lead you to agree