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May 10, 2005

VIA
EDGAR AND FEDERAL EXPRESS

United States Securities and Exchange Commission

450 Fifth Street, N.W., Mail Stop 03-08

Washington, D.C. 20549

Attention:  George F. Ohsiek, Jr.

  Re:

  Haggar Corp. [File No. 0-20850]

  Form 10-K for the Fiscal Year Ended September 30, 2004

  Filed December 10, 2004

  Form 10-Q for the Quarter Ended December 31, 2004

  Filed February 9, 2005

  Form 8-K Filed on February 9, 2005

Dear Mr. Ohsiek:

Haggar Corp. (the “Company”) respectfully submits the following
responses to the comments of the staff (the “Staff”) of the Securities and
Exchange Commission set forth in a comment letter dated April 18, 2005
(the “Comment Letter”).  For your
convenience, we have repeated in bold print each comment of the Staff exactly
as it appears in the Comment Letter and provided our response below each
comment.

We obtained through a telephone conversation between the Company’s
general counsel, Marc Joseph, and Staff Accountant Yong Kim permission to
respond by May 10, 2005, twelve business days after receipt of the Comment
Letter on April 22, 2005.

Form 10-K for
the Fiscal Year Ended September 30, 2004

General

1.                                      Where a comment below requests additional disclosures or other revisions
to be made, these revisions should be included in your future filings, as
applicable.

Response:  We will
address additional disclosures or other revisions to future filings as
applicable in our responses below.

1

Item 7.  Management’s Discussion and Analysis of
Financial Condition and Results of Operations

Overview, page 20

2.                                      Please consider revising the overview section to discuss the most
important matters that you focus on when evaluating financial condition and
operating performance of the business.
Also discuss the relevant economic and industry-wide factors and key
performance indicators used to manage the business.  Refer to SEC Release No. 33-8350 for
further guidance.

Response:  We have
reviewed SEC Release No. 33-8350 and will enhance the overview section of
“Item 7.  Management’s Discussion and
Analysis of Financial Condition and Results of Operations.”   The enhanced disclosure will be included
beginning with the Form 10-Q to be filed for the quarter ended March 31,
2005.  The enhanced overview section will
include the following additional areas of discussion:

•                  Summary of
our product lines

•                  Explanation
of management’s key financial performance indicators, such as sales growth,
return on equity and inventory turns

•                  Summary of
our strategic initiatives

•                  Description
of operating highlights

Results of
Operations, page 22

3.                                      Please expand your discussion of the changes in financial statement line
items to indicate whether the changes represent trends expected to continue
into the future.  For example, you should
discuss whether you expect the trend in rising gross margins to continue into
the future and why or why not.  Also
discuss any other known trends, demands, commitments, events or uncertainties
that will, or are reasonably likely to, have a material effect on financial
condition and/or operating performance.
Refer to SEC Release No. 33-8350 and Item 303(a) of Regulation
S-K.

Response:   We will expand, beginning with the Form 10-Q
to be filed for the quarter ended March 31, 2005, our discussion of the
changes in financial statement line items as necessary to identify any changes
which represent trends expected to continue in the future.  The expanded discussion also will include
discussion of any demands, commitments, events or uncertainties that will, or
are reasonably likely to, have a material effect on financial condition and/or
operating performance.

2

Financial Statements

Notes to Financial
Statements

1. Operations and
Significant Accounting Policies, page 39

General

4.                                      Please disclose the types of expenses that you include in the cost of
goods sold line item and the types of expenses that you include in the selling,
general and administrative expenses line item.
In doing so, please disclose specifically whether you include inbound
freight charges, purchasing and receiving costs, inspection costs, warehousing
costs, internal transfer costs and the other costs of your distribution network
in cost of goods sold.  If you currently
exclude a significant portion of these costs from cost of goods sold, please
provide cautionary disclosure in MD&A that your gross margins may not be
comparable to others, since some entities include the costs related to their
distribution network in cost of goods sold and others like you exclude all or a
portion of them from gross margin, including them instead in a line item such
as selling, general and administrative expenses.  To the extent the excluded costs are material
to your operating results, quantify these amounts in MD&A.  If you determine that these amounts are
immaterial for disclosure, please supplementally provide us with your
qualitative and quantitative assessment of materiality for all periods
presented.

Response:  We will include
disclosure of the types of expenses that we include in the cost of goods sold
and selling, general and administrative expenses line item beginning with the Form 10-K
to be filed for the fiscal year ended September 30, 2005.  This disclosure will state that we include
all costs incurred to bring finished products to our warehouse in the cost of
goods sold line item of the Consolidated
Statements of Operations and Comprehensive Income.  These costs mainly include purchase
commissions, letter of credit fees, product costs, custom duty, inbound
freight, labels and product packaging.  This disclosure will also state
that we exclude from the cost of goods sold line item those costs related to
our warehousing and distribution network (which include receiving, inspection
and warehousing costs).  We also
will include enhanced disclosures in the Critical Accounting Policies section of
MD&A to quantify the portion of costs related to our warehousing and
distribution network that are excluded from gross margin.  This discussion will include further
cautionary guidance that our gross margins may not be comparable to some
entities due to our selection of accounting policy.

3

Revenue Recognition, page 40

5.                                      Please clarify your disclosure to indicate what you mean when you say
that revenues are “generally” recognized upon transfer of title and risk of
ownership to customers.  Also expand your
disclosure to specifically address your revenue recognition policy for
wholesale sales and for royalty income generated by your licensing segment.

Response:  We will
enhance our revenue recognition policy disclosures to remove the word “generally”,
because the Company does recognize all revenues upon transfer of title and risk
of ownership to customers.  We also will
include a separate accounting policy caption to disclose the accounting for
royalties.  We will include the enhanced
policy disclosures beginning with the Form 10-K to be filed for the fiscal
year ended September 30, 2005.  See Exhibit A
to this letter for a draft of the enhanced revenue recognition policy
disclosure and the proposed royalty income policy disclosure.

6.                                      Please revise your disclosure to describe the nature and terms of the
various retailer promotions and incentives that you offer, such as volume
discounts, cooperative advertising arrangements, buydown programs and slotting
fee arrangements.  Also clarify your
disclosure to state how you accrue for the amounts owed under these
arrangements and how your accrual policy is consistent with the terms of the
various arrangements.  We believe this
disclosure is particularly important in light of the material weakness in
internal controls over customer allowance reserves that you identified in the
first quarter of fiscal year 2005.
Please show us supplementally how your revised revenue recognition
policy will read.

Response: We will
enhance our revenue recognition policy disclosures to further describe the
nature and terms of the various retailer promotions and incentives that we
offer.  We will include the enhanced
policy disclosure beginning with the Form 10-K to be filed for the fiscal
year ended September 30, 2005.  See Exhibit A
to this letter for a draft of the enhanced revenue recognition policy
disclosure.

13.  Segment Reporting, page 54

7.                                      For each period presented please disclose the amount of revenues
attributed to domestic operations and to foreign operations.  Also disclose the amount of long-lived assets
located in the US and in foreign countries.
If revenues and/or long-lived assets attributed to an individual foreign
country are material, those revenues and/or long-lived assets should be
disclosed separately.  Refer to paragraph
38 of SFAS 131.

Response:  We have elected not to disclose the revenues and
long-lived assets attributed to foreign operations due to immateriality.  For the fiscal years ended September 30,
2004, 2003 and 2002, revenues from foreign operations as a percentage of
consolidated net sales were 3.0%, 2.7% and 2.7%, respectively.  Long-lived assets attributed to foreign
operations represent less than 1% of our consolidated long-lived assets.

4

8.                                      Based on your Item 1. Business disclosures, we note that you sell several
different product lines.  Please revise
your filings to provide the revenue disclosures by product group discussed in
paragraph 37 of SFAS 131.  In particular,
it appears that revenue disclosures for each period presented for the following
product lines may be applicable:

•                  Men’s premium Haggar branded apparel products

•                  Men’s premium licensed apparel products

•                  Men’s moderately priced trademarked/private label lines

•                  Women’s Haggar branded products

•                  Women’s trademarked products

If you believe that
other product categories are more appropriate, please advise.

Response:  We will
revise our segment disclosures to include revenue disclosures for our different
product lines.  We have reviewed our
product lines and have determined the following groups to be appropriate for
disclosure:

•                  Men’s
Haggar® branded apparel

•                  Men’s
licensed apparel (e.g. Claiborne® and Kenneth Cole Reaction® branded apparel)

•                  Men’s
private label apparel

•                  Women’s
apparel

We elected to include both our Haggar®
branded and other branded or trademarked women’s products as one product line,
as management does not distinguish between these product lines when evaluating
the women’s wear business.  We will
include the revised segment disclosures beginning with the Form 10-Q to be
filed for the quarter ended March 31, 2005.

Schedule II –
Valuation and Qualifying Accounts, page 58

9.                                      Please revise this schedule to include the activity in your sales
returns and allowances.  Alternatively,
you may provide such disclosure in the notes to the financial statements or
MD&A.  Additionally, to the extent
that the changes in the reserves are material to an understanding of your
results of operations or financial condition, revise your MD&A accordingly.  Refer to Rules 5-04 and 12-09 of
Regulation S-X for guidance.
Supplementally provide us with a roll-forward of the activity in this
reserve account for each period presented.

5

Response:  We will
include sales returns and allowances in our Schedule II beginning with the
Form 10-K to be filed for the fiscal year ended September 30,
2005.  When material for the period, we
include sales returns and allowances activity in the Results of Operations section of
our MD&A.  See Exhibit B for a
roll-forward of the sales returns and allowances activity for the six months
ended March 31, 2005, and for the fiscal years ended September 30,
2004 and 2003.

Item 9A. Controls and
Procedures, page 59

10.                               In light of the material weakness you have identified in your internal
controls over financial reporting, which you indicate won’t be fully remedied
until March 2005, please explain to us on a supplemental basis how the
certifying officers were able to conclude that the disclosure controls and
procedures were effective over the preparation of these financial statements.

Response:  In a meeting of the Company’s Disclosure
Review Committee held on December 6, 2004, prior to the issuance of the Form 10-K
for the first quarter of fiscal 2005, the certifying officers discussed
additional procedures that were performed subsequent to the identification of
the material weakness.  These additional
procedures included a review of account reconciliations at September 30,
2004, for appropriate support and evidence of review and a review of fiscal 2004
journal entries for appropriate support and evidence of review.  Additionally, the certifying officers
discussed a new control procedure implemented subsequent to the identification
of the material weakness regarding the review of the cumulative translation
adjustment  (“CTA”) account, which was
performed for the September 30, 2004 CTA account to ensure the accuracy of
the balance.  The control procedure was
an analytical calculation of the CTA balance, which was reviewed by the
Director of Corporate Accounting.  After
reviewing the above described procedures implemented subsequent to the
identification of the material weakness, the certifying officers were able to
conclude that these financial statements were fairly presented in all material
respects in accordance with generally accepted accounting principles.

11.                               You state that your management evaluated the effectiveness of your
disclosure controls and procedures, as defined in Exchange Act Rule 13a-15(e).  However, your principal executive and financial
officers only concluded that your disclosure controls and procedures were
ineffective in “timely alerting them to material information required to be
disclosed in the periodic reports that the Company files or submits under the
Securities and Exchange Act of 1934.”  In
future filings, please also state, whether the same officers concluded the
controls and procedures were effective or ineffective in “ensur[ing] that
information required to be disclosed by an issuer in the reports that it files
or submits under the Act is accumulated and communicated to the issuer’s
management, including its principal executive and principal financial officers,
or persons performing similar functions, as appropriate to allow timely
decisions regarding required disclosure.”
See Exchange Act Rule 13a-15(e).

6

Response:  We believed
that the substance of the first sentence contained in Exchange Rule 13a-15(e) effectively
captures the meaning of “disclosure controls and procedures;” whereas, the
language referred to in Comment 11 is only a subset of the meaning of “disclosure
controls and procedures.”  However,
beginning with our disclosures in the Form 10-Q to be filed for the
quarter ended March 31, 2005, management will state whether the design and
operation of the Company’s disclosure controls and procedures are effective or
ineffective in ensuring that information required to be disclosed by the
Company in the reports that it files or submits under the Securities Exchange
Act of 1934 is recorded, processed, summarized and reported within the time
periods specified in the Commission’s rules and forms.

Exhibits 31(a) and
31(b), pages 75 and 76

12.                               Please confirm that the inclusion of your CEO and CAO’s titles was not
int