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December 30, 2008

[STIFEL FINANCIAL CORP. letterhead]

January 20, 2009

Mr. Tom Kluck

Branch Chief

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E., Mail Stop 4561

Washington, D.C. 20549

RE:     Stifel Financial Corp.

            Form 10-K for the year ended December 31,
2007

            Filed on March 4, 2008

            File No. 001-09305

Dear Mr. Kluck:

We refer to the comment letter
dated December 24, 2008 from the staff of the Division of Corporation Finance
of the Securities and Exchange Commission (the "Staff") concerning the Form
10-K for the fiscal year ended December 31, 2007 of Stifel Financial
Corp. (the "Company") filed with the Commission on March 4, 2008.

We have set forth below the text
of each of the Staff's comments contained in its comment letter, followed by
the Company's response.  The Company expects that it will revise its future
filings (beginning with either its Form 10-K for the fiscal year ended December
31, 2008 or its Form 10-Q for the quarterly period ended March 31, 2009, as
appropriate) as noted in the responses below.

Form 10-K for the year ended December 31, 2007

Financial Statements and Notes

Note A - Summary of Significant Accounting and Reporting
Policies

Investments, page 71

1.      We
note Investments represent marketable and non-marketable securities not included
in the broker dealer trading inventory and are investments in private equity
partnerships, startup companies and other venture capital investments.  We also
note your disclosure that these amounts are carried at fair value and some at
accreted cost.  Please tell us if these investments are accounted for under
SFAS 115 or APB 18 to clarify the basis for the recorded value of these
assets.  Lastly, we note the Investments asset is comprised of various items
including amounts related to your deferred compensation plans, investments in
qualified Missouri businesses, etc.  Tell us what consideration was given to
providing a tabular presentation showing the different components of this asset
with appropriate references to the relevant footnotes.

1

Investments on the
Consolidated Statements of Financial Condition contain investments in
securities that are marketable and securities that are not readily marketable.
These investments are not included in our broker-dealer trading inventory and
represent the acquiring and disposing of debt or equity instruments for our
benefit.

Our broker-dealer
subsidiaries report changes in fair value of marketable and non-marketable securities
through current period earnings based on guidance provided by the AICPA Audit
and Accounting Guide, "Brokers and Dealers in Securities." The fair value of these
investments is based on either quoted market or dealer prices.

Our non
broker-dealer subsidiaries account for investments in marketable and non-marketable
securities pursuant to SFAS 115, "Accounting for Certain Investments in
Debt and Equity Securities." We determine the appropriate classification of
investments in marketable securities at the time of purchase and reevaluate
such designation at each balance sheet date.

As of December 31,
2007 and 2006, none of our investments were accounted for pursuant to APB 18, "The
Equity Method of Accounting for Investments in Common Stock."

In consideration of
clarifying our historical disclosures, prospectively, we propose adding the
following table to our existing disclosures that will show the different
components of our investments with appropriate references to the relevant
footnotes:

The following table
presents investments held at our broker-dealer and non broker-dealer
subsidiaries at December 31, 2007 and 2006:

  2007

  2006

  Broker-dealer:

  Mutual funds (Note P)

  $    30,760

  $    6,149

  U.S. government obligations

          8,669

        9,179

  Non-marketable investments

          4,889

        3,585

  Other

          1,327

        3,127

        45,645

      22,040

  Non broker-dealer:

  December
  31,

  Investments at accreted cost (Note R)

  $    21,772

  $  20,503

  Non-marketable investments

          3,212

        4,872

  Other

          1,853

        2,050

        26,837

      27,425

  Total investments

  $    72,482

  $  49,465

Mutual funds are
purchased to economically hedge our liability for deferred compensation plans
(See Note P). Non-marketable investments for both our broker-dealer and non
broker-dealer subsidiaries consist of investments in equity securities of
private companies, limited liability company interests and limited partnership
interests. Investments at accreted cost and held to maturity consist of U.S.
Government securities used to fund our venture capital activities in qualified Missouri businesses (See Note R).

   2

Note B - Acquisitions

Significant Acquisitions, pages 78 - 81

2.      We
note that as part of the Ryan Beck acquisition, you agreed to contingent
earn-out payments based on revenues generated by specific individuals in the
acquired divisions.  Tell us how you considered the guidance in paragraph 34 of
SFAS 141 and EITF 95-8 in determining whether these contingent considerations
should be accounted for as an adjustment to the purchase price or as
compensation.

On
February 28, 2007, we closed on the acquisition of Ryan Beck Holdings, Inc. and
its wholly-owned broker-dealer subsidiary Ryan Beck & Company, Inc. ("Ryan
Beck") from the selling shareholders. On the acquisition date, BankAtlantic
Bancorp, Inc. owned approximately 96% of Ryan Beck. A contingent earn-out
payment is payable to the selling shareholders based on defined revenues attributable
to specified individuals in Ryan Beck's existing private client and investment
banking divisions over the two-year period following closing.

In
consideration of the guidance in paragraph 34 of SFAS 141, the contingent
consideration was not based on services provided by the selling shareholders. In
consideration of EITF 95-8, the selling shareholders who continued as key
employees owned a minor amount of stock in Ryan Beck and all selling
shareholders will receive the same amount of contingent consideration on a per
share basis (factors involving components of shareholder group). Additionally,
payments of the contingent consideration to the selling shareholders who
continued as key employees are not affected by employment termination (factors
involving terms of employment). Therefore, we believe any contingent payments
should be accounted for as an adjustment to the purchase price and not
compensation expense.

Note P - Stock-Based Compensation Plans

Stock Units, pages 94 - 95

3.      Clarify
how you are accounting for the issuance of restricted stock units under your
2007 Incentive Stock Plan pursuant to SFAS 123(R).  In this regard, to the
extent that stock-based compensation is classified as a liability, include in
your response a description of your re-measurement policy consistent with the
guidance in paragraph 37 of SFAS 123(R).  In addition, clarify how fair value
is determined and any assumptions in making that determination.

  3

On
June 22, 2007, our shareholders approved the Stifel Financial Corp. 2007 Incentive
Stock Plan (for Ryan Beck Employees) whereby we may grant up to an aggregate of
1,800,000 (as adjusted for the three-for-two stock split in June 2008) incentive
stock options, stock appreciation rights, restricted stock, performance awards,
or stock units. All incentive awards granted from the 2007 Incentive
Stock Plan (for Ryan Beck Employees) are equity awards and are accounted for under the provisions of SFAS 123(R).

On
June 22, 2007, we exchanged all Ryan Beck appreciation units held by
participants in the Ryan Beck deferred compensation plans for restricted stock
units issued under the 2007 Incentive Stock Plan (for Ryan Beck Employees). Equity
incentive awards issued for the retention program and the restricted stock
units issued in exchange for the Ryan Beck appreciation units under the 2007 Incentive
Stock Plan (for Ryan Beck Employees) were valued at $39.73 per share (as
adjusted for the three-for-two stock split in June 2008), the price of our
common stock on the date the shareholders approved the 2007 Incentive Stock
Plan (for Ryan Beck Employees) (the "grant date"). The awards generally vest
ratably over a three- to seven-year vesting period from the grant date.

We
have no stock based compensation awards that are classified as liability awards
under the provisions of SFAS 123(R). All of our stock-based compensation awards
meet the requirement of being classified as equity awards pursuant to SFAS 123(R). In future filings, we will clarify our disclosure to indicate that we have
no stock-based compensation awards classified as liability awards.

The restricted stock
units granted under the 2007 Incentive Stock Plan (for Ryan Beck Employees) are
subject only to service conditions in that vesting depends solely on an
employee rendering service to the employer for the requisite service period.
In accordance with paragraph 21 of SFAS 123(R), an equity share unit awarded to
an employee shall be measured at its fair value as if it were vested and issued
on the grant date. Therefore, the fair value of these awards is determined
using the market price of our company's common stock on the grant date, with an
assumption for forfeitures based on historical forfeiture rates by employee
class. Compensation cost relating to these awards is recorded over the
requisite service period which is three to seven years reduced for estimated
forfeitures. The estimated forfeiture rate will be revised if actual
forfeitures differ from our estimate at the grant date.

In future filings,
we will clarify our disclosure as follows to specify that the fair value of
these awards is determined using market price of our company's common stock on the
grant date:

The Company measures
compensation costs for restricted stock units as of the date of the grant using
the market price of the Company's common stock and expenses such amounts
against earnings ratably over the respective vesting/service period reduced for
estimated forfeitures.

Note T - Segment Reporting, pages
100 - 101

4.      Please
tell us what consideration was given to disclosing the reportable segments'
assets and reconcile them to the enterprise's consolidated assets.  Reference
is made to paragraph 32(c) of SFAS 131.

 4

Historically, with
the exception of fixed assets, goodwill and intangibles, as disclosed in the
Form 10-K, our assets were not
recorded or accounted for by segment. Our chief operating decision maker made
decisions about the allocation of resources and assessed the performance of our
segments based on the operating measures of each segment and return on
investment without ascribing asset values to the segments. In consideration of the
guidance in SFAS 131, information disclosed about each operating segment was
measured on the same basis as the information used by the chief operating
decision maker for the purposes of allocating resources to segments and assessing
performance. Therefore, we concluded that disclosing the separate measure of
total assets by segment in our consolidated financial statements was not beneficial
or informative to the readers of our financial statements.

Prospectively, in
future filings, we will include a reconciliation of the reportable segments'
assets to our company's consolidated total assets to address the requirement of
paragraph 32(c) of SFAS 131. In addition, we will describe the nature of the
differences between the measurements of our reportable segments' assets and our
company's consolidated total assets as required by paragraph 30(c) of SFAS 131.

 Proxy Statement on Schedule 14A

 Compensation Discussion and Analysis

 Annual Incentive Compensation, page 26

5.      We
note the factors the compensation committee weighed in determining the annual
incentive compensation for your named executive officers.  In future filings,
please expand your disclosure to discuss how the committee applied these
factors to each named executive officer and determined the level of
compensation payable for such named executive officer.  To the extent
compensation decisions are based on achieving certain target levels, please
quantify those target levels.  Please tell us how you intend to comply with
this comment.

5

After the 162(m)
targets are met, annual incentive compensation for each of the named executive
officers is at the complete discretion of the Compensation Committee (the
"Committee"). No Company or individual performance targets are utilized by the
Committee in the setting of awards. Instead, at the end of each fiscal year,
the Committee reviews individual performance evaluations over the prior fiscal
year, including any Company achievements to which the individual named
executive officer contributed. The proxy lists the general performance
evaluation criteria that are considered by the Committee as part of the award
process with the explicit caveat that no specific goals or weighting of
criteria are utilized by the Committee. In order to facilitate an understanding
of the award process for the fiscal year at issue, we list specific Company
achievements considered by the Committee in setting the awards for the prior
fiscal year. These factors are not attributed by the Committee on an individual
basis in the award process but are mere considerations by the Committee in
utilizing its discretion in the determination of awards. In future disclosure,
we will further emphasize that (i) no targets are utilized by the Committee,
and (ii) the Committee utilizes complete discretion in setting awards.

Long-Term Incentive Awards, page 29

6.      We
note your disclosure that long-term incentive awards are based upon the
creation of shareholder value and an increase to your stock price.  Please
expand your discussion and analysis of the factors the compensation committee
considered in determining the amount of long-term incentive compensation
awarded to each named executive officer.  To the extent long-term incentives
are based on achieving certain target levels, please quantify those target
levels.  In addition, we note that the compensation committee has discretionary
authority to set long-term incentive awards.  Provide this information in
future filings and tell us how you intend to comply.

Similar to the
annual incentive compensation program, long-term incentive awards are granted at
the complete discretion of the Committee. No performance targets or specific
criteria are utilized in the award process other than the consideration of
overall shareholder value and the Company's stock price. In the future, to the
extent that the Committee looks to specific Company achievements over the prior
year in utilizing its discretion in the awards process, we will identify any
such achievements similar to our listing of specific achievements considered by
the Committee in setting the annual incentive compensation awards.

 Executive Compensation in the Last Fiscal Year

 Nonqualified Deferred Compensation, page 40

7.      In
future filings, please include a footnote to your Nonqualified Deferred
Compensation Table quantifying the extent to which the amounts reported in the
"Aggregate Earnings" column are reported as compensation in your Summary
Compensation Table.  Refer to the Instruction to Item 402(i)(2) of Regulation
S-K.

We will include
in its future proxies the footnotes required by the Instruction to Item
402(i)(2) of Regulation S-K to its Nonqualified Deferred Compensation Table.
For example, we have modified the applicable table from our 2007 proxy to
supplementally advise the Staff of the requested information:

                                                                          6

Nonqualified Deferred
Compensation.  The following table sets forth information concerning
contributions, earnings,