SecProbe.io

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Mail Stop 3561
								December 22, 2005

Mr. Mark W. Joslin
Vice President and Chief Financial Officer
SCP Pool Corporation
109 Northpark Boulevard
Covington, Louisiana 70433

	RE:	SCP Pool Corporation
		Form 10-K for the Fiscal Year Ended December 31, 2004
		Filed March 1, 2005
		File No. 0-26640

Dear Mr. Joslin:

      We have reviewed your filing and have the following
comments.
We have limited our review of your filing to the issues we have
addressed in our comments.  Where indicated, we think you should
revise your document in response to these comments.  If you
disagree,
we will consider your explanation as to why our comments are
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  We may ask you to provide us with
information so we may better understand your disclosure.  After
reviewing this information, we may or may not raise additional
comments.

      Please 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 in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form 10-K for the Year Ended December 31, 2004

Financial Statements, page F-1

Notes to Consolidated Financial Statements, page F-8

Note 1.  Organization and Summary of Significant Accounting
Policies,
page F-8

Product Inventories and Reserve for Inventory Obsolescence and
Shrink, page F-10

1. We note that you establish inventory reserves using inventory
classes based on sales over the past 12 months.  Please tell us
whether inventory reserves established against specific inventory
items are relieved through income before inventory is sold or
consumed as a result of your estimation methodology and changes in
management judgment regarding classification of inventory items
between periods.  See footnote 2 of Statement 3 in Chapter 4 of
ARB
43.  If inventory reserves are relieved as a result of changes in
management judgment, please tell us the effects of increases in
inventory costs attributable to changes in classification of
inventory items for each year presented.

Property and Equipment, page F-11

2. We note that you depreciate leasehold improvements over the
life
of the lease including expected renewals.  Please tell us why the
renewal periods included in the lease term are reasonably assured.
See paragraph 5(f)(ii) of FAS 13, as amended.

Note 3.  Acquisition and Divestitures, page F-17

2004 Acquisitions and Divestitures, page F-17

3. Please tell us in detail how you accounted for the purchase of
Pool Tech Distribution Inc. and the 42% interest in Latham
Acquisition Corporation (LAC).  In doing so, please:

* Tell us amounts of cash consideration paid and reconcile those
amounts to the amounts disclosed in your statements of cash flows;
* Provide to us detailed summaries of the fair values of assets
and
liabilities exchanged, the fair value of liabilities assumed and
other items included in the cost of Pool Tech and the investment
in
LAC and tell us how you determined the amounts;
* Provide to us a detailed summary of the allocation of the cost
of
Pool Tech to assets acquired (including the non-compete agreement
and
goodwill) and liabilities assumed and tell us how you determined
their fair values;
* Tell us how you calculated the gain on the exchange transactions
and your justification in GAAP for recording the gain as a
reduction
to the cost of your investment in LAC; and
* Tell us the difference between the cost of your investment and
the
amount of underlying equity in the net assets of LAC and how you
are
accounting for the difference.

* * * * *

      As appropriate, please respond to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a letter that keys your response to our comments
and
provides any requested information.  Detailed letters greatly
facilitate our review.  Please understand that we may have
additional
comments after reviewing your response to our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Securities
Exchange Act of 1934 and they have provided all information
investors
require for an informed investment decision.  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 with 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 filing;

* staff comments or changes to disclosure in response to staff
comments 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 initiated by the Commission or any person under the
federal securities laws of the United States.

      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 filings or
in
response to our comments on your filing.

		You may contact Yong Kim at (202) 551-3323 or William
Thompson at (202) 551-3344 if you have any questions regarding
these
comments.  Please contact me at (202) 551-3716 with any other
questions.

							Sincerely,

							William Choi
							Branch Chief

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0404

        	DIVISION OF
	    CORPORATION FINANCE

Mr. Mark W. Joslin
SCP Pool Corporation
December 22, 2005
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