SecProbe.io

June 15, 2005
Via US Mail and Facsimile
Mr. Edmund Walsh
Chief Financial Officer
Clarion Technologies, Inc.
38 W. Ful ton, Sui te 300
Grand Rapids, MI 49503
Re: Clarion Technologies
Form 10-K for the year ended December 25, 2004
Form 10-Q for the period ended April 2, 2005
Commission File Number: 000-24690
Dear Mr. Walsh:
We have reviewed the above referenced filing and have the following comments.
We have
limi ted our review to the financial statements and related disclosures included
wi thin these
documents. 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 inyour filings.
Where expanded or revised disclosure is requested, you may comply with these
comments in
future filings. If you disagree, we will consider your explanation as to why
our comments are
inapplicable or a revision is unnecessary. In some of our comments, we may ask
you to provide
us with supplemental information so we may better understand your disclosure.
Please be as
detailed as necessary in your explanation.
We look forward to working with you in these respects and welcome any questions
you may
have about any aspects of our review.
***********************
Item 1. Description of Business
1. Supplementally explain your basis in GAAP for capitalizing deferred andaccrued interest.
We may have further comment on your response. Assuming a satisfactory
response, the
notes to the financial statements should contain the accounting policydescribing this
treatment, including the amount capitalized in each period.
Mr. Edmund Walsh
Clarion Technologies, Inc.
June 15, 2005
Page 2
Item 7. Management's Discussion and Analysis
Liquidity and Capital Resources, page 15
2. We note from the tabular presentation in Item 6 on page 11 that, for the
past five years, you
have had negative working capi tal. We also note that you briefly discuss
this fact as an
introduction to your Liquidity and Capital Resources section on page 15.

Please expand this
discussion to include how your situation compares to the industry norm. This
disclosure
should adhere to the standards set forth for discussions of known trends in
section III. B. 3 of
the December 2003 Interpretation of Commission Guidance Regarding
Management's
Discussion and Analysis of Financial Condition and Results of Operations,
which can be
found on ww. sec. gov.
Table of Contractual Obligations, page 16
3. We note that you have included footnotes to your table of contractual
obligations detailing
the specific terms of your credit facilities. Because the table is aimed at
increasing
transparency of cash flow, we bel ieve you should include scheduled interest
payments in the
table. To the extent interest rates are variable and unknown, you can use
judgment in
determining the appropriate methodology and estimated amounts of future
interest payments.
For example, you could apply the currently applicable interest rate to
determine the value of
future payments. In the alternative, the footnote to the table should
provide appropriate
disclosure to clarify the action taken if interest payments are excluded. In
addition, the note
should supplement the table by including additional information material to
an understanding
of your cash requirements (e. g. the amount of interest to be incurred in
each of the next five
years) . Your preferred stock presentation should be simi lar 1 y revi sed.
Note 1Goodwill, page 28
4. In view of the significant amount of goodwill relative to total assets and
the operating
condi tions and liquidity constraints discussed in note 13, your current
disclosure is too
general. In this regard, we believe you should expand the accounting policy
to describe how
an assessment for impairment is done. Among other items that may require
disclosure, your
should address the methodology for determining the fair value of the
reporting unit, including
how such amounts are measured and the amount of reporting units used in your
impairment.
Refer to the guidance in paragraphs 18, 23 and 30 of SFAS No. 142.
Note 4Income Taxes, page 36
5. We note from your disclosure on page 18 that you currently have deferred
income tax assets
that are fully reserved because their realization is in doubt. We also note
that your gross
deferred tax asset is $23,549,000 and your valuation allowance is $17, 192,
leaving a deferred
tax asset of $6,357 if considered separately from your deferred tax
liability of $6,357.
Mr. Edmund Walsh
Clarion Technologies, Inc.
June 15, 2005
Page 3

~
Supplementally explain to us how you have independently considered each
source of your
deferred tax asset and future taxable income in determining that a full
valuation allowance on
your gross deferred tax assets or, at a minimum, to the fullest extent of
the net operating loss
carryforwards at $20.8 million was unnecessary. As a related matter, please
revise your
disclosure on page 18 to reflect your actual valuation allowance position.
Schedule IIValuation and Qualifying Accounts, page 45
6. We note from your disclosure within Critical Accounting Policies on page 18
that you have
identified your inventory obsolescence policy as a critical accounting
policy. Please
supplementally provide to us and revise your Schedule II presentation to
include a roll
forward of your inventory obsolescence reserve, presented in accordance with
Rule 12-09 of
Regulation S-X, as required under Rule 5-04. In addi tion, Schedule II should
also include
the deferred tax valuation allowance, as a valuation and qualifying account.
Other
7. From a description of your products in the Business section, we note that
you manufacture
only custom parts based on customer-specifications. It is unclear if you
provide a product
warranty under the contracts with your customers. Please expand the business
section to
address whether a warranty is provided for your products. In addition, if
product warranty is
applicable, please provide disclosures required by paragraph 14 (a) - (b) of
FASB
Interpretation No. 45.
***********************
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. 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.
In connection wi th 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 filings;
staff comments or changes to disclosure in response to staff comments
in the fi 1 ings
reviewed by the staff 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 ini tiated by
the Commission or any person under the federal securities laws of the
Uni ted States.

Mr. Edmund Walsh
Clarion Technologies, Inc.
June 15, 2005
Page 4
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.
Please fi Ie your response to our comments via EDGAR wi thin ten business days
from the date of
this letter. Please understand that we may have additional comments after
reviewing your
response. You may contact Amy Geddes at 202-551-3304 or me at 202-551-3211 if
you havequestions or concerns as I supervised the review of your filing.
Sincerely,
David R. Humphrey
Branch Chief