SecProbe.io

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									March 16, 2005

Mail Stop 4-6

Dr. J.P. London
Chairman, President, and Chief Executive Officer
CACI International, Inc.
1100 North Glebe Road
Arlington, VA 22201

Re:	CACI International, Inc.
	Form S-3 filed February 14, 2005
	Registration no. 333-122784

	Form 10-K filed September 13, 2004 and Form 10-Q filed
February
9, 2005
	File no. 1-31400

Dear Dr. London,

      We have limited our review of the above filings to matters
regarding your disclosure in response to Items 307 and 308 of
Regulation S-K and have the following comments.  Where indicated,
we
think you should revise your document in response to these
comments.
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.  In some of our
comments,
we may ask you to provide us with supplemental information so 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.

Form 10-K
Item 9A. Controls and Procedures, page 29
Form 10-Q
Item 4. Controls and Procedures, page 21

1. We note that you state that there were "no significant changes"
to
CACI`s internal controls during the periods covered by the above
two
reports.  Item 308(c) of Regulation S-K requires that you disclose
any changes that have materially affected or are reasonably likely
to
materially affect CACI`s internal control over financial
reporting.
Please tell us whether there were no changes that would have a
material affect or were likely to have a material affect upon
CACI`s
internal control over financial reporting or that there were such
changes.

Form S-3
Incorporation by Reference, page 23

2. We wish to remind you that you must amend this registration
statement to incorporate all Exchange Act reports or amendments
thereto filed after the date upon which you filed this
registration
statement.

Legal Opinion

3. The assumptions in the first paragraph on page 3 of your
opinion
as to "duly incorporated" status and the authority to issue and to
sell securities are inappropriate.  If counsel believes these
legal
issues must be resolved to render its opinion, it should indicate
its
views as to those matters.  Please revise.

4. Please advise us orally whether or not the reference to
Delaware
General Corporation Law includes the state constitution and state
court decisions.

5. Please revise the fourth paragraph on page 3 to state that the
proposed form of indenture complies with applicable laws and that
it
does not breach agreements or instruments.  We will not object to
assumptions concerning the terms of Debt Securities issued in
conformity with the Form of Indenture.

General

      As appropriate, please amend your registration statement in
response to these comments.  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 responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please
understand that we may have additional comments after reviewing
your
amendment and responses to our comments.

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

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert this action as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

	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 connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

Closing

      Please contact Hugh Fuller at (202) 942-1813 or me at with
any
other questions.  If you need further assistance after contacting
the
foregoing persons, you may contact Barbara C. Jacobs, Assistant
Director at (202) 942-1800.

Sincerely,

Mark P. Shuman
      Branch Chief - Legal

CC:	Dean F. Hanley
	Foley Hoag LLP
      155 Seaport Boulevard
      Boston, MA 02210
      Fax No. (617) 832-7000

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