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The GEO Group, Inc.

November 18, 2005

Rufus Decker

Branch Chief

United States

Securities and Exchange Commission

Washington, D.C. 20549-7010

    Re:

    Form 10-K for the Fiscal Year ended January 2, 2005

Forms 10-Q for the Fiscal Quarters ended April 3, 2005 and July 3, 2005

File No. 1-14260 – Responses

Dear Mr. Decker:

     The GEO Group, Inc. (“GEO”), hereby responds to the comments of the staff (the “Staff”) as set
forth in the letter dated September 15, 2005 (the “Letter”), with respect to GEO’s Form 10-K for
the year end January 2, 2005 (the “Form 10-K”) and Form 10-Q for the period ended April 3, 2005
(the “Form 10-Q”).

     Please note that for your convenience of reference, we have recited below each comment included in
the Staff’s Letter and provided GEO’s response to such comment.

Form 10-K for the year ended January 2, 2005

General

    1.

    Where a comment below requests additional disclosures or other revisions to be made,
please show us in your supplemental response what the revisions will look like. These
revisions should be included in your future filings, including your interim filings where
applicable.

    Where requested, we have provided below additional disclosures or other revisions similar
to those we intend to make in future filings in order to provide the Staff with guidance on
what our proposed revisions will look like. We intend to address all comments in the
Letter in GEO’s future filings.

Management’s Discussion and Analysis of Financial Condition and Results of Operations, page
15

    2.

    We have reviewed your response to comment 2. Please discuss and analyze the
underlying business reasons for the changes in revenues and operating income between
periods for each of your segments. Please also discuss the impact of significant non-cash
credits and charges on operating income in total and for each segment. For example, some
of the increase in operating income in the U.S. operations appears to be due to non-cash
credits of $1,150,000 in 2004 compared to non-cash charges of $8,600,000 in 2003. Please refer to SEC
Release 33-8350 for guidance.

    The following is a revised Management Discussion and Analysis
of Financial Condition and Results of Operations of our 2004 results
reflecting changes for the comments above.

Results of Operations

     The following discussion should be read in conjunction with our consolidated financial
statements and the notes to the consolidated financial statements accompanying this report. This
discussion contains forward-looking statements that involve risks and uncertainties. Our actual
results may differ materially from those anticipated in these forward-looking statements as a
result of certain factors, including, but not limited to, those described under “Risk Factors” and
those included in other portions of this report.

     The discussion of our results of operations below excludes the results of our discontinued
operations resulting from the termination of our management contract with DIMIA for all periods
presented. Through our Australian subsidiary, we had a contract with DIMIA for the management and
operation of Australia’s immigration centers. In 2003, the contract was not renewed, and effective
February 29, 2004, we completed the transition of the contract and exited the management and
operation of the DIMIA centers.

     For the purposes of the discussion below, “2004” means the 53 week fiscal year ended January
2, 2005, “2003” means the 52 week fiscal year ended December 28, 2003, and “2002” means the 52 week
fiscal year ended December 29, 2002.

Overview

     GEO reported diluted earnings per share of $1.73, $2.83 and $0.99 in 2004, 2003, and 2002
respectively. For fiscal year 2004, the $1.73 amount included ($0.03) per diluted share for certain
items, as detailed below, compared to the fiscal year 2003 $2.83 amount, which included $1.87 per
diluted share for certain items. The fiscal year 2002 $0.99 amount included ($0.03) per diluted
share for certain items. Charges from certain items are detailed below. Weighted average common
shares outstanding for fiscal year 2004 reflects a full year of the effect of our purchase of 12
million shares of our common stock in the third quarter 2003.

     The following table sets forth certain items before tax which we consider relevant to the
discussion below of our operating results for 2004, 2003 and 2002:

    Fiscal Year

    2004

    2003

    2002

    (Dollars in thousands,

    except per share data)

    Certain Items (before income taxes)

    Insurance reduction

    $
    4,150

    $
    —

    $
    —

    Jena, Louisiana write-off

    (3,000
    )

    (5,000
    )

    (1,100
    )

    DIMIA insurance reserves

    —

    (3,600
    )

    —

    Write-off of acquisition costs

    (1,306
    )

    —

    —

    Gain on sale of UK joint venture

    —

    61,034

    —

    Write-off of deferred financing fees

    (317
    )

    (1,989
    )

    —

    Certain Items

    $
    (473
    )

    $
    50,445

    $
    (1,100
    )

    Amounts per diluted common share after-tax

    $
    (0.03
    )

    $
    1.87

    $
    (0.03
    )

2

     The following table delineates where the total of certain items above are classified in our
Consolidated Statements of Income.

    Fiscal Year

    2004

    2003

    2002

    (Dollars in thousands)

    Certain Items represented in
the various lines of the
Consolidated Statements of Income

    Operating Expenses

    $
    1,150

    $
    (8,600
    )

    $
    (1,100
    )

    General and Administrative Expenses

    (1,306
    )

    —

    —

    Write-off of deferred financing fees

    (317
    )

    (1,989
    )

    —

    Gain on Sale of UK joint venture

    —

    61,034

    —

    Certain Items

    $
    (473
    )

    $
    50,445

    $
    (1,100
    )

3

2004 versus 2003

Segment Revenues and Operating Expenses

    2004

    % of Revenue

    2003

    % of Revenue

    $ Change

    % Change

    (Dollars in thousands)

    Revenues

Correctional and Detention Facilities

    $
    559,892

    91.1
    %

    $
    529,738

    93.4
    %

    $
    30,154

    5.7
    %

    Other

    $
    54,656

    8.9
    %

    $
    37,703

    6.6
    %

    $
    16,953

    45.0
    %

    Total

    $
    614,548

    100.0
    %

    $
    567,441

    100.0
    %

    $
    47,107

    8.3
    %

     The increase in revenues in 2004 compared to 2003 is primarily attributable to four
items. (i) Australian and South African revenues increased approximately $17.7 million, $9.7
million and $2.2 million of which was due to the strengthening of the Australian dollar and South
African Rand, respectively, and $5.8 million of which was due to higher occupancy rates and
contractual adjustments for inflation. (ii) The opening of new facilities, including Reeves and
Sanders Estes, resulted in a $13.1 million increase in revenue. The increase in revenues also
reflects $4.9 million of additional revenue in 2004 as a result of the fact that the Lawrenceville
Correctional Facility, which opened in March 2003, was operational for the entire period. (iv)
Revenues increased in 2004 because it contained 53 weeks compared to 2003, which contained 52
weeks. (v) Domestic revenues also increased due to contractual adjustments for inflation, slightly
higher occupancy rates and improved terms negotiated into a number of contracts. These increases
were offset by $24.6 million of lost revenue due to the non renewal in January 2004 of the
management contracts for the Willacy State Jail and John R. Lindsey State Jail, and the closure of
the McFarland CCF State Correctional Facility on December 31, 2003. The McFarland facility was
reactivated on January 1, 2005.

     The number of compensated resident days in domestic facilities increased to 10.5 million in
2004 from 9.8 million in 2003. Compensated resident days in Australian and South African facilities
during 2004 increased to 2.1 million from 1.8 million for the comparable periods in 2003 primarily
due to higher population levels. We look at the average occupancy in our facilities to determine
how we are managing our available beds. The average occupancy is calculated by taking capacity as a
percentage of compensated mandays. The average occupancy in our domestic, Australian and South
African facilities combined was 99.1% of capacity in 2004 compared to 100% in 2003. The decrease in
the average occupancy is due to an increase in the number of beds made available to us under our
contracts.

    2004

    % of Revenue

    2003

    % of Revenue

    $ Change

    % Change

    (Dollars in thousands)

    Operating Expenses

    Correctional and Detention Facilities

    $
    461,473

    75.1
    %

    $
    448,465

    79.0
    %

    $
    13,008

    2.9
    %

    Other

    $
    53,435

    8.7
    %

    $
    35,553

    6.3
    %

    $
    17,882

    50.3
    %

    Total

    $
    514,908

    83.8
    %

    $
    484,018

    85.3
    %

    $
    30,890

    6.4
    %

     Operating expenses consist of those expenses incurred in the operation and management of
our correctional, detention and mental health facilities. Our operating margins were impacted in
2004 and 2003 as a result of certain non cash charges. Fiscal 2004 operating expenses includes a
net non cash credit of $1.2 million, consisting of a

4

$4.2 million reduction in our general liability, auto liability and worker’s compensation
insurance reserves offset by an additional provision for operating losses of approximately $3.0
million related to our inactive facility in Jena, Louisiana. This compares to net non cash charges
of $8.6 million in 2003, consisting of a provision for operating losses of approximately $5.0
million related to the Jena facility, and approximately $3.6 million primarily attributable to
liability insurance expenses, related to the transitioning of the DIMIA contract in Australia.

     The $4.2 million reduction in insurance reserves was the result of revised actuarial
projections related to loss estimates for the initial two years of our insurance program which was
established on October 2, 2002. Prior to October 2, 2002, our insurance coverage was provided
through an insurance program established by TWC, our former parent company. We experienced
significant adverse claims development in general liability and workers’ compensation in the late
1990’s. Beginning in approximately 1999, we made significant operational changes and began to
aggressively manage our risk in a proactive manner. However, these changes were not immediately
realized in our loss estimates. These changes have resulted in improved claims experience and loss
development, which we have recently begun realizing in our actuarial projections. As a result of
our adverse experience as an insured under TWC’s insurance program, we previously established our
reserves for the new insurance program above the actuary’s estimate in order to provide for
potential adverse loss development. As a result of improving loss trends, under our new program,
our independent actuary reduced its expected losses for claims arising since October 2, 2002. We
have adjusted our reserve at January 2, 2005 at the actuary’s expected loss. There can be no
assurance that our improved claims experience and loss developments will continue.

     The remaining increase in operating expenses is consistent with the increase in revenues
discussed above.

Other Revenues and Operating Expenses

     Other primarily consists of revenues and related operating expenses associated with our mental
health business and construction business. The increase in 2004 primarily relates to approximately
$13.1 of construction revenue as compared to 2003 when construction revenue was insignificant. The
construction revenue is related to our expansion of the South Bay Facility, one of the facilities
that we manage. The expansion is expected to be completed by the end of the second quarter of
2005.

Other Unallocated Operating Expenses

General and Administrative Expenses

    2004

    % of Revenue

    2003

    % of Revenue

    $ Change

    % Change

    (Dollars in thousands)

    General and Administrative Expenses

    $
    45,879

    7.5
    %

    $
    39,379

    6.9
    %

    $
    6,500

    16.5
    %

5

     General and administrative expenses consist primarily of corporate management salaries
and benefits, professional fees and other administrative expenses. Compliance with Sarbanes-Oxley
requirements for management’s assessment over internal controls resulted in an increase in
professional fees in 2004 of $1.0 million. Salary expense increased $5.0 million in 2004 as a
result of increased incentive targets under our senior officer incentive plan and the
internalization of functions and services previously outsourced to TWC. In May 2004, we completed
payments under employment agreements with certain key executives triggered by the change in control
from the sale of TWC in May 2002, resulting in a $2.4 million reduction in salary expense in 2004.
In addition, we were pursuing acquisition opportunities in 2004, and had capitalized direct and
incremental costs related to potential acquisitions. During the fourth quarter of 2004, we
determined that the related acquisitions were no longer probable, and wrote off the capitalized
deferred acquisition costs of $1.3 million. Finally, the remaining increase in general and
administrative costs relates to other increases in professional fees, travel and rent expense for
our corporate offices.

Non Operating Expenses

Interest Income and Interest Expense

    2004

    % of Revenue

    2003

    % of Revenue

    $ Change

    % Change

    (Dollars in thousands)

    Interest Income

    $
    9,598

    1.6
    %

    $
    6,874

    1.2
    %

    $
    2,724

    39.6
    %

    Interest Expense

    $
    22,138

    3.6
    %

    $
    17,896

    3.2
    %

    $
    4,242

    23.7
    %

     The increase in interest income is primarily due to higher average invested cash
balances. The increase also reflects income from interest rate swap agreements entered into
September 2003 for our domestic operations, which increased interest income. The interest rate swap
agreements in the aggregate notional amounts of $50.0 million are hedges against the change in the
fair value of a designated portion of the Notes due to changes in the underlying interest rates.
The interest rate swap agreements have payment and expiration dates and call provisions that
coincide with the terms of the Notes.

     The increase in interest expense is primarily attributable to the Notes, which began accruing
interest on July 9, 2003. This resulted in a full year of interest expense in 2004 as compared to
approximately six months in 2003. On June 25, 2004, we made a payment of approximately $43.0
million on the term loan portion of our Senior Credit Facility. Further, interest expense reflects
higher average interest rates during 2004.

Costs Associated with Debt Refinancing

     Deferred financing fees of $0.3 million were written off in 2004 in connection with the $43.0
million payment related to the term loan portion of the Senior Credit Facility. In 2003, the
extinguishment of debt resulted in write-offs of deferred financing fees of $2.0 million.

6

Sale of Joint Venture

     Fiscal year 2003’s result of operations includes the sale of the UK joint venture for $80.7
million which resulted in a gain of $61.0 million.

Provision for Income Taxes

    2004

    % of Revenue

    2003

    % of Revenue

    $ Change

    % Change

    (Dollars in thousands)

    Income Taxes

    $
    8,313

    1.4
    %

    $
    37,205

    6.6
    %

    $
    28,892

    (77.7
    )%

     The decrease in provision for income taxes is due to significantly higher ta