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Letter of Correspondence

 SIDLEY AUSTIN BROWN & WOOD
LLP

 BEIJING

 BRUSSELS

 CHICAGO

 DALLAS

 GENEVA

 HONG KONG

 LONDON

 BANK ONE PLAZA

 10 S. DEARBORN STREET

 CHICAGO,
ILLINOIS 60603

 TELEPHONE 312 853 7000

 FACSIMILE 312 853 7036

 www.sidley.com

 FOUNDED 1866

 LOS ANGELES

 NEW YORK

 SAN FRANCISCO

 SHANGHAI

 SINGAPORE

 TOKYO

 WASHINGTON, D.C.

 WRITER’S DIRECT NUMBER

 (312) 853-7734

 WRITER’S E-MAIL ADDRESS

 wcarlson@sidley.com

 September 2, 2005

 Mr. H. Roger Schwall

 Assistant Director

 Division of Corporation Finance

 Securities and Exchange Commission

Washington, D.C. 20549-0405

 Re:

 Response of Kimberly-Clark Corporation to the

 Staff’s Comment Letter Dated August 19, 2005

 File No. 001-00225

 Dear Mr. Schwall:

 On behalf of our client, Kimberly-Clark Corporation, we are submitting this
letter, together with the enclosed document entitled “Response of Kimberly-Clark Corporation to the Staff’s Comment Letter Dated August 19, 2005,” in response to the comments contained in the letter dated August 19, 2005 from the
Staff of the Securities and Exchange Commission to the Company.

 If you have any questions concerning this letter, please contact the undersigned at (312) 853-7734.

 Very truly yours,

 /s/ Walter C. Carlson

 Walter C. Carlson

 WCC:dsd

 Enclosure

 SIDLEY AUSTIN BROWN & WOOD LLP IS AN ILLINOIS LIMITED LIABILITY PARTNERSHIP

 PRACTICING IN AFFILIATION
WITH OTHER SIDLEY AUSTIN BROWN & WOOD PARTNERSHIPS

 RESPONSE OF KIMBERLY-CLARK CORPORATION TO THE STAFF’S COMMENT LETTER DATED AUGUST 19, 2005

 This document responds to the Staff’s letter dated August 19, 2005 (the
“Staff’s Comment Letter”) to Kimberly-Clark Corporation in which the Staff sought additional information on Kimberly-Clark Corporation’s Form 10-K for the year ended December 31, 2004. References to “We”,
“Us”, “Our”, “K-C”, “Kimberly-Clark” or the “Company” in this document or the attachments hereto mean Kimberly-Clark Corporation and all subsidiaries in which it has a controlling financial interest.
For convenience, the Staff’s comments are retyped in this document.

 We
believe the following overview of the operation and related financial accounting and reporting for each synthetic fuel partnership will provide a context whereby the Staff can better understand each of our responses.

 Overview - Partnership 1

 In April 2003, we executed a series of related agreements (“Partnership 1
Agreements”) to obtain a 49.5 percent interest in an existing synthetic fuel partnership (“Partnership 1”) from the owner-operator of Partnership 1. Partnership 1 is a relatively small entity with total assets at December 31, 2004 of
approximately $35 million, which equals 0.2 percent of K-C’s total assets. Pursuant to these initial Partnership 1 Agreements, we were to be allocated 49.5 percent of the total Section 29 synthetic fuel income tax credits (“Credits”)
generated by Partnership 1, and we would pay $1.10 for each $1.00 of Credit that was allocated to us by Partnership 1. In the latter part of 2003, the owner-operator of Partnership 1 approached us and negotiations between the parties resulted in
amendments to the Partnership 1 Agreements such that our allocation of operating losses and Credits was increased in the early years and returned to 49.5 percent in later years. Throughout the term of the Partnership 1 Agreements we have paid and
will continue to pay a total of $1.10 for each Credit allocated to us. Most importantly, in accordance with paragraph 15 of FIN 46R, when the Partnership 1 Agreements were amended, we conducted an analysis which confirmed that at no time were we the
primary beneficiary of Partnership 1.

 Our obligation to make payments pursuant
to the Partnership 1 Agreements is based on the amount of Credits allocated to us from the production of synthetic fuel. The production of synthetic fuel results in operating losses in which we share. Our total obligation, however, is fixed at $1.10
per Credit allocated to us. For example, if operating losses exceed $1.10 per Credit allocated to us, under the terms of the Partnership 1 Agreements, the owner-operator cannot recover any part of the additional operating losses from Kimberly-Clark.

 The total dollar amount of Credits available to be allocated varies based upon
the production levels of Partnership 1. If production levels increase, we would be allocated additional Credits, and if production levels decline, we would be allocated fewer Credits. In any event, Kimberly-Clark’s cost is fixed at $1.10 per
Credit, to the extent that we receive Credits.

 The Partnership 1 Agreements
require that we make cash payments to Partnership 1 to fund our proportionate share of the operating losses of the partnership subject to the

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 previously mentioned maximum of $1.10 per Credit allocated to us. In the event that our proportionate share of the
operating losses of Partnership 1 is less than $1.10 per Credit allocated to us, the Partnership 1 Agreements require that we pay this shortfall directly to the owner-operator (as opposed to making additional payments to Partnership 1). Our combined
obligation on a monthly basis equals $1.10 per Credit allocated to us, although payments made by us to Partnership 1 for operating losses vary based upon production levels and changes in operating losses.

 We recognize as current period expenses all of the cash payments that we are obligated to
make to Partnership 1 and directly to the owner-operator at the time our obligation arises. At that time, we also record the benefit of the Credits generated by the sale of synthetic fuel and the income tax benefits of our cash payments.

 Pursuant to the Partnership 1 Agreements, we can, with six months notice, effectively
terminate our obligations to the partnership. In addition, in the case of certain adverse events such as a change in the tax law, the partnership can be dissolved with 14 days prior notice without further obligation.

 Overview - Partnership 2

 In October 2004, we executed a series of related agreements (“Partnership 2
Agreements”) to obtain a 49 percent interest in an existing synthetic fuel partnership (“Partnership 2”) from the owner-operator of Partnership 2. Partnership 2 is a relatively small entity with total assets at December 31, 2004 of
approximately $46 million, which equals 0.3 percent of K-C’s total assets. The Partnership 2 Agreements provide that we are allocated 49 percent of the Credits generated by Partnership 2 and we are obligated to pay $0.99 for each $1.00 of
Credits allocated to us by Partnership 2.

 Our obligation to make payments
pursuant to the Partnership 2 Agreements is based on the amount of Credits allocated to us under the Partnership 2 Agreements. The production of synthetic fuel results in operating losses in which we share. Our total obligation, however, is fixed at
$0.99 per Credit allocated to us. For example, if operating losses exceed $0.99 per Credit allocated to us, the owner-operator cannot recover any part of the additional operating losses from Kimberly-Clark.

 The total dollar amount of Credits available to be allocated varies based upon the production
levels of Partnership 2. If production levels increase, we would be allocated additional Credits, and if production levels decline, we would be allocated fewer Credits. In any event, Kimberly-Clark’s cost is fixed at $0.99 per Credit, to the
extent that we receive Credits.

 The Partnership 2 Agreements require that we
make cash payments to Partnership 2 to fund our proportionate share of the operating losses of the partnership subject to the previously mentioned maximum of $0.99 per Credit allocated to us. In the event that our proportionate share of the
operating losses of Partnership 2 is less than $0.99 per Credit allocated to us, the Partnership 2 Agreements require us to pay this shortfall directly to the owner-operator (as opposed to making additional payments to Partnership 2). Our combined
obligation on a quarterly basis equals $0.99 per Credit allocated to us, although payments made by us to Partnership 2 for operating losses vary based upon production levels and changes in operating losses.

 Page 2 of 7

 We recognize as current period expenses all of the cash payments we are obligated to make to Partnership 2 and directly
to the owner-operator at the time our obligation arises. At that time, we also record the benefit of the Credits generated by the sale of synthetic fuel and the income tax benefits of those cash payments.

 Pursuant to the Partnership 2 agreement, we can, with six months prior notice, exit the
partnership with no further obligation to make any payments provided that our continuing participation in Partnership 2 would have a “material adverse effect” on Kimberly-Clark. In addition, in the case of adverse events such as a change
in the tax law, we can exit the partnership immediately without further obligation.

 In summary, the only substantive differences between Partnership 1 and Partnership 2 are the total consideration that we pay to each partnership and directly to the owner-operator ($1.10 per Credit in Partnership 1 and $0.99 per Credit in
Partnership 2) and the conditions under which we can terminate our participation.

 Financial Statements and Supplementary Data, page 41

 Notes to Consolidated Financial Statements, page 45

 Note 13, Synthetic Fuel Partnership, page 67

 Staff Comment:

1.
Tell us how you calculated the Total Project Present Values presented in Exhibits A and B. Specifically, address the following:

•

Detail for us the assumptions regarding production volume, sales price of the synthetic fuel produced, revenue inflation and cost inflation associated with the base outcomes used
for your Monte Carlo analyses.

•

Detail for us the same assumptions associated with the expected average outcomes from your Monte Carlo analyses.

•

Provide us the details of how revenues, production costs, other operating costs, operating losses, Section 29 tax credits and tax benefits of operating losses are allocated among
the partners to arrive at the probability weighted present value of cash flows and the expected losses and/or expected residual returns. Provide us an example of such an allocation for the average probability weighted present value values of cash
flows you have presented in Exhibits A and B.

•

Clarify how you addressed the scheduled expirations of the Section 29 tax credits in your assumptions.

 Company Response:

 Total project present values displayed on Attachments A and B in our June 7, 2005 response were based on the following eight cash flow inputs to the Monte Carlo model:

1.
Operating losses of each partnership were determined based on estimated production volumes, selling prices and production costs including selling, general

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 and administrative costs. Prices and costs were inflated based on the inflation assumptions below.
Operating losses were aggregated over the term of the agreements.

2.
The funding of operating losses was allocated to each participant based on the Partnership 1 and 2 Agreements.

3.
The income tax benefits of the operating losses within each partnership were calculated and allocated to each participant based on the funding of the operating losses determined in
Step 2.

4.
Total tax Credits were calculated based on the estimated production volume and allocated to each participant based on the Partnership 1 and 2 Agreements.

5.
The additional payments required to be made directly to the owner-operator by K-C were based on the operating loss per Credit allocated to K-C compared with the fixed price per
Credit of $1.10 for Partnership 1 and $0.99 for Partnership 2. These additional payments together with related tax effects were allocated from K-C to the owner-operator.

6.
The additional payments required to be made directly to the owner-operator by the unrelated investor in each partnership were estimated and allocated from such investor and to the
owner-operator, together with related tax effects.

7.
Management fees for the owner-operator of each partnership were estimated and allocated to them.

8.
The income tax effects for the owner-operator were estimated and allocated to them.

 Each of the above cash flows were estimated by quarter and discounted back to their present value based on the yield curve
for U.S. Treasury instruments.

Base Case
Assumptions

 Probability-Weighted

 Average Outcomes

 Partnership 1

 Quarterly estimated production volume

1.5 million tons

1.4 million tons

 Sales price per ton

$
 30.24

$
30.22

 Total cost per ton

$
45.00

$
45.43

 Annual revenue and cost inflation rates

1.5
%

1.5
%

 Partnership 2

 Quarterly estimated production volume

1.17 million tons

1.1 million tons

 Sales price per ton

$
30.24

$
30.20

 Total cost per ton

$
45.74

$
45.73

 Annual revenue and cost inflation rates

1.6
%

1.5
%

•

See Attachment A and B for examples of the allocation of cash flows to the participants in Partnership 1 and Partnership 2. The examples presented conform to Lines 4990 of Exhibits
A and B to our June 7, 2005 response.

 Page 4 of 7

•

Prior to December 31, 2007, we included all Credits generated from the production of synthetic fuel in our FIN 46R cash flow analysis. Section 29 synthetic fuel income tax credit
expires on December 31, 2007 and our cash flow analysis for each partnership ended on that date.

 Staff Comment:

2.
Tell us the total amount of revenues, production costs, operating losses and tax credits and the corresponding amounts of operating losses and tax credits allocated to each
ownership interest for both of your synthetic fuel partnerships for the years ended 2003 and 2004. Quantify for us any payments made directly to the owner/manager outside of the partnership agreements in each of these years.

 Company Response:

 See Attachment C for payments made to the owner-operators pursuant to the
Partnership 1 Agreements and Partnership 2 Agreements. We did not enter into Partnership 2 until 2004, so we have presented no data for 2003. Pursuant to the Partnership 1 Agreements, the operating losses and Credits allocated to us in Partnership 1
were increased in 2003 and 2004 and returned to 49.5 percent in later years. There were no other payments made to the owner-operators outside the Partnership 1 Agreements and Partnership 2 Agreements.

 Staff Comment:

3.
We note in footnote 3 of your response you indicate that in late 2004 you refined the method used to perform the cash flow analysis of one of your synthetic fuel partnerships
concluding that payments made to the owner/manager outside of the operation of the partnership entity should be included in the cash flow analysis. Tell us the following regarding these payments:

•

Tell us what these payments represented.

•

Tell us if these additional payments impacted the allocation of operating losses and tax credits for the partnership, and if so, explain to us how the allocation changed.

•

Confirm for us that you are not required to make similar payments to the owner/manager of Partnership 2.

 Company Response:

 We refined our method used to perform the cash flow analysis of Partnership 1 and, in addition to payments made to Partnership 1, we included payments
made directly to the owner-operator as required by the Partnership 1 Agreements. No refinement of the cash flow analysis was required for Partnership 2, as all payments made to Partnership 2 and to the owner-operator were included in the initial
analysis.

 Page 5 of 7

•

In the event that the operating losses per dollar of Credit allocated to us are less than our fixed dollar limitation of $1.10 and $0.99 for Partnership 1 and Partnership 2,
respectively, the Partnership 1 and 2 Agreements require that we pay any shortfall directly to the owner-operators (as opposed to making additional payments to the partnerships).

•