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Correspondence

 2930 W. Sam Houston Pkwy N., Suite 300

 Houston, Texas 77043

 (713) 849-9911

 October 5, 2009

 Mr. Terence O’Brien

 Accounting Branch Chief

 United States Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E. Stop 4631

 Washington, D.C. 20549

RE:
Flotek Industries, Inc.

Form 10-K for the Fiscal Year Ended December 31, 2008

Form 10-Q for the Fiscal Quarter Ended June 30, 2009

Proxy Statement Filed April 29, 2009

File No. 000-52423

 Dear Mr. O’Brien:

 Set forth below are the responses of Flotek Industries, Inc., a Delaware corporation (the “Company”), to
comments received from the staff of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “Commission”) by letter dated September 14, 2009 (the “Comment
Letter”), with respect to the above-referenced filings (the “Filings”). For your convenience, we have repeated in bold face type the comments exactly as set forth in the Comment Letter. The Company’s response to each
comment is set forth immediately below the text of the applicable comment. A copy of this letter has been furnished on EDGAR as correspondence. Additionally, the Company will file through EDGAR and separately forward courtesy copies of Amendment
No. 1 to Form 10-K (the “Amendment”) to address certain comments of the Staff contained in the Comment Letter.

 The Company acknowledges the following: (i) the Company is responsible for the adequacy and accuracy of the disclosure in the Filings; (ii) Staff comments or changes to disclosure in response to Staff comments do not foreclose the
Commission from taking any action with respect to the Filings; and (iii) 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.

 Please let us know if you have any questions or if we can provide additional information or otherwise be of assistance in
expediting the review process.

Very truly yours,

 /s/ Jesse E. Neyman

Jesse E. Neyman

Chief Financial Officer

cc:

Tracey McKoy (SEC)

Sherry Haywood (SEC)

W. Mark Young (Andrews Kurth LLP)

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

  Page
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 Form 10-K for the Fiscal Year Ended December 31, 2008

 Management’s Discussion and Analysis of Financial Condition and Results of Operations, Page 28

 Results of Operations, page 34

1.
In future annual and quarterly filings please ensure the discussion of results and operations quantifies the impact of the various underlying factors mentioned in
your analysis and discusses the underlying causes. For example:

•

 On page 35 you list several factors contributing to the 51% increase in selling, general and administrative costs but do not quantify their
impacts.

•

 In your discussion of the operations of Chemicals and Logistics on page 37, you do not quantify the impact on revenue from the increase in
sales of proprietary specialty chemicals, the effect of price increases instituted in the first quarter, the impact of the Sooner Energy Services, Inc. acquisition, or the offsetting impact of the decrease in sales of other chemical business. Given
the importance of the rising cost of raw materials during the first part of 2008, quantification of the effect of price increases appears particularly important to an understanding of your operations.

•

 The underlying reasons for the significant fluctuations in sales volume of “green” chemicals is not discussed. The decline in the quarter
ended June 30 is not quantified.

•

 You do not discuss the underlying causes of the increase in Drilling Products revenue from the organic growth discussed on page 38.

•

 While gross margin was stable in calendar years 2008 and 2007, there was a significant decline in gross margin during the first two quarters
of 2009. However the discussion of gross margin in the Forms 10-Q is very brief, does not provide detailed analysis, and does not quantify the impact of the underlying reasons.

 These are examples and are not intended to be a comprehensive list. For additional guidance, please refer to Section 501.04 of the
Financial Reporting Codification and SEC Release 33-8350.

 Response: In future filings, the Company will enhance
Management’s Discussion and Analysis to include more quantification of various material factors affecting changes in its financial results to provide investors with a better understanding of its operations.

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

  Page
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2.
We note your discussion of raw materials on pages 5 and 8 and throughout MD&A. In future filings please provide additional analysis of how the fluctuations in
oil and gas prices affect your business. Discuss the impact of rising prices on your margins, your ability to recover these costs through corresponding price increases, the impact during the periods presented, and the anticipated impact in future
periods. Regarding the recent significant decline in oil and gas prices, provide a more detailed analysis that clarifies and to the extent possible, quantifies the link between a decline in oil and gas prices and specific effects on your business.
Provide quantified information to the extent available. We note you began presenting rig count in your March 31, 2009, Form 10-Q. To the extent management is aware of intermediate metrics indicative of the strength of markets, such as rig
count, well completions, or industry exploration and production expenditures, disclosure and analysis of such quantified information may assist investors in viewing the business through the eyes of management. Disclose and analyze any specific
events or trends that may impact future operations, such as significant customer project delays or modifications and adverse competitive pressures in significant markets. Refer to Item 303(a)(3)(ii) of Regulation S-K.

 Response: In future filings, the Company will enhance its disclosure related to discussion of raw
materials to include specific events and industry metrics that could impact its business operations or industry as a whole.

3.
We note you present a non-GAAP reconciliation on page 34. Please tell us and disclose in future filings the reasons why you believe that presentation of the non-GAAP
financial measure provides useful information to investors regarding your financial condition and results of operations. If you continue to present this measure in future filings, please include the disclosures discussed in Question 8 of
Frequently Asked Questions Regarding the Use of Non-GAAP Financial Measures, available on our website. Provide us with an example of your intended future disclosure.

 Response: Management believes that the presentation of the non-GAAP disclosure is appropriate as the impact of the Impairment will
become immaterial to the users of the Company’s financial statements within a near-term period. Accordingly the Company will provide the following additional disclosure in its future filings:

 “We utilize the financial measure of income from operations to track our segment performance. This measure reflects operating margins
less direct expense associated with the generation of segment revenue. Management further uses this measure to analyze cash flow generated by each segment. Large non-cash impacts to operating income that do not recur are not considered by Management
when reviewing segment performance or predicting future earnings or cash flows.”

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

  Page
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 Additionally, Management will utilize net income and earnings per share to assess
overall Company performance. Infrequent non-cash adjustments are not considered when comparing current period results to prior operating performance nor are they considered when predicting future results.

 Capital Resources and Liquidity, page 41

4.
You state on page 39 the Drilling Products segment requires higher levels of capital expenditures than your other segments. We note capital expenditures for this
segment amounted to $19.8 million for 2008 and you plan to reduce capital spending in this segment by more than 50% in 2009 from 2008 levels. We further note from your cash flow statement as of June 30, 2009 you’ve spent $4.9 million for
capital expenditures. In future filings please disclose your estimate for capital expenditures for the remaining 2009 fiscal year for this segment and the source of funds. Please also address whether a significant decrease in capital expenditures
will impact your results of operations and liquidity for this segment.

 Response: Management does not
consider capital expenditures by segment to be information that is material to investors. Management views segment operating profit as the key segment performance indicator. Working capital and liquidity for all segments are managed on a
consolidated basis. Any capital expenditures are reviewed and approved centrally based upon business need and return on investment metrics. Therefore we will no longer disclose this information on a segment basis in future filings as we do not
believe it is useful to the investor. We do believe, that like Management, an investor would be most interested in understanding capital expenditures for a total Company perspective similar to the manner in which we disclose and manage borrowings
under our debt agreements.

5.
You state on page 41 that during the year ended December 31, 2008, changes in working capital used approximately $3.4 million in cash, principally due to an
increase of $14.5 million in inventory, an increase of $8.5 million in accounts receivable partially offset by an increase of $12.4 million in accounts payable and an increase of $7.5 million in accrued liabilities, including interest. In future
filings please provide a more robust liquidity discussion of the material changes in your operating accounts. Specifically, please discuss key drivers contributing to material increases or decreases in working capital. Furthermore, given that you
have cash obligations related to your long-term debt and your history of covenant violations, in future filings please discuss your ability to satisfy your debt obligations and fund capital expenditures and operations. Refer to Sections 501.03 and
04 of the Financial Reporting Codification for guidance.

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

  Page
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 Response: In future filings, the Company will provide more robust disclosure
related to its liquidity by providing greater discussion of key drivers contributing to changes in working capital. Within the liquidity section of Management’s Discussion and Analysis in the final paragraph of the Capital Resources and
Liquidity section, the Company provided disclosure to the effect that Management believes the Company has adequate resources through a combination of cash flows and available credit to meet its current obligations and debt payment requirements. In
future filings, the Company will expand this disclosure to include a reference to capital expenditures.

 Critical Accounting Policies and
Estimates, page 47

 Revenue, page 47

6.
In future filings please expand your revenue recognition policy to disclose the amount of revenue attributable to claims and unapproved change orders, if material,
for each period presented. Refer to SOP 81-1 and the AICPA Audit and Accounting Guide for Construction Contractors for guidance.

 Response: In future filings, the Company will enhance its disclosure related to discussion of change orders, if material, for each period presented.

7.
Please clarify whether there are material sales from services outside of your logistics division and, if so, revise your revenue recognition policy to disclose your
policy for recognizing revenue from providing these services.

 Response: Sales from services outside
of the Company’s logistics division represented approximately 6% of total consolidated revenue in 2008 and approximately 7% of total consolidated revenue in 2007. The Company has evaluated the qualitative factors of the materiality of the sales
of services outside the logistics division. Qualitative factors considered included (i) does not affect analyst expectations; (ii) incentive compensation is not tied to this disclosure and (iii) this disclosure is not tied to precise
measurement. Based on this qualitative evaluation, the Company determined that misstatements of relatively small amounts of sales from services outside the logistics division would not have a material effect on the financial statements. The Company
will continue to monitor future sales from services outside the logistics division and will revise its revenue recognition policy when the sales reach a material level.

 Goodwill, page 48

8.
Please expand your discussion of goodwill and impairment testing to include the following disclosure about impairment testing of goodwill:

•

 Revise your disclosure to provide a description of your reporting units. Refer to paragraphs 30-31 of SFAS 142 for guidance.

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

  Page
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•

 Provide a description of the valuation method used to determine the fair value of your reporting units, the material assumptions used in the
valuation method, and the sensitivity of those assumptions. For example, disclosure of the assumptions under the discounted cash flow method should include the discount rate used, projected revenue growth rates, and the operating profit margin, at a
minimum.

•

 Include a sensitivity analysis of the material assumptions using other reasonably likely inputs.

•

 Clarify whether the fair value of each of your reporting units is or is not materially in excess of the carrying value and discuss the implications
on the sensitivity of your assumptions or the possibility of future impairment. For any reporting units with a carrying value that is not materially different from the estimated fair value, please disclose the amount of goodwill for the reporting
unit and the amount of headroom.

 Please provide us with an example of your intended future
disclosure.

8.
Response: In future filings, the Company will enhance its disclosure to expand the discussion of goodwill and impairment testing. An example of this future
disclosure follows:

 “Impairment Valuation

 We disclosed our critical accounting policies in our Annual Report on Form 10-K for the year ended December 31, 2008. No significant
changes have occurred to those policies except our adoption of SFAS No. 141R effective January 1, 2009. SFAS No. 141R provides enhanced guidance related to the measurement of identifiable assets acquired, liabilities assumed and
disclosure of information related to business combinations and their effect on the Company. We have not acquired any companies since adopting SFAS No. 141R on January 1, 2009, and accordingly the companies we acquired prior to
December 15, 2008 have been accounted for under SFAS 141. See Note 3 of the Notes to the Consolidated Condensed Financial Statements.

 Flotek records goodwill related to business acquisitions when the purchase price exceeds the fair value of identified assets and liabilities acquired. Under Statement of Financial Accounting Standards
No. 142, Goodwill and Other Intangible Assets (“SFAS No. 142”), goodwill is subject to an annual impairment test. Flotek normally performs its annual goodwill impairment testing in the fourth quarter. If an event occurs,
or circumstances change, that would more likely than not reduce the fair value of a reporting unit below its carrying value; an interim impairment

 Mr. Terence O’Brien

 U.S. Securities and Exchange Commission

 October 5, 2009

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test would be performed between annual tests. In the sec