SecProbe.io

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							April 18, 2005

via facsimile and U.S. mail
Mr. John L. Patenaude
Chief Financial Officer and Treasurer
11 Trafalgar Square, Suite 201
Nashua, New Hampshire 03063

	Re:	Nashua Corporation
		Form 10-K, for the year ended December 31, 2004
      File No. 1-05492

Dear: Mr. John L. Patenaude

      We have reviewed the above filing and have the following
accounting.  We have limited our review to only the matters
addressed
below and will make no further review of your document. 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.

10-K for the year ended December 31, 2004

Financial Statements

Consolidated Statements of Operations, page 36

1. Tell us the amount of depreciation and amortization you have
reflected in your measures of cost of sales and gross margin for
each
year presented.

Note 2 - Business Changes, page 44

		Business Acquisitions

2. We note that you have characterized several transactions under
this heading as asset purchases, and that you have not provided
the
disclosures ordinarily required for business acquisitions,
pursuant
to the guidance in SFAS 141.  Please expand your disclosure to
describe the purchase consideration and any other information
necessary to understand the utility of the assets or operations
acquired and the overall significance of the acquisitions
identified.
Please also submit the analysis that you performed under EITF 98-
3,
as referenced in footnote 4 of SFAS 141, demonstrating that your
transactions are indeed asset purchases, rather than business
acquisitions, if that is your view.

Note 11 - Commitments and Contingencies, page 54

3. We note your disclosures describing various uncertainties
associated with your litigation matters that may lead to material
adverse effects on your business, including claims against Cerion,
elimination of postretirement health benefits, patent and
trademark
infringements, and discrimination charges.  However, we are unable
to
locate any disclosure of your estimates of reasonably possible
loss,
ranges of reasonably possible loss, or the underlying assumptions.

Please submit a roll-forward schedule of all loss contingencies.
Include the amounts accrued at each period end, and increases
based
on acquisitions, initial evaluations, and re-evaluations, and
decreases based on dispositions, payments and re-evaluations, all
separately and for each period.  Also include your estimates of
reasonably possible additional loss for each item and the amounts
of
any damages claimed or estimated by third parties.

Describe those matters for which loss is reasonably possible but
for
which no accrual has been established, and explain any significant
changes that have impacted your financial statements or the levels
of
exposure.

Closing Comments

      As appropriate, please amend your filing and respond to
these
comments 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
amendments 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 filing 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 the company`s disclosure, they
are responsible for the accuracy and adequacy of the disclosures
they
have made.  In connection with responding to our comments, please
provide, in writing, a statement from the company acknowledging
that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filing(s);

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filing; and

	the company may not assert staff comments 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 our review of your filing or in
response to our comments on your filing.

      You may contact Jon Duersch at (202) 942-1761 or Karl Hiller
at
(202) 942-1981 if you have questions regarding comments on the
financial statements and related matters.  Please contact me at
(202)
942-1870 with any other questions.  Direct all correspondence to
the
following ZIP code:  20549-0405.

							Sincerely,

							H. Roger Schwall
							Assistant Director
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Nashua Corporation.
April 18, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0405

         DIVISION OF
CORPORATION FINANCE

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