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Letter of Correspondence

 SECURE COMPUTING CORPORATION

 4810 Harwood Road

 San Jose, CA 95124

 PRIVILEGED AND CONFIDENTIAL

 SUBMITTED VIA EDGAR

 Securities and Exchange Commission

 Division of Corporation Finance

 Washington, D.C. 20549

 Attn: Christine Davis

Re:
Secure Computing Corporation

 Response to SEC
Review Comments dated 8/25/05 and 9/14/05

 Commission file no: 000-27074

 Dear Gentlemen:

 This letter is in response to letters dated August 25, 2005 and September 14, 2005 to Secure Computing Corporation regarding
Secure Computing’s Form 10-K for fiscal year ended December 31, 2004 and Form 10-Q for fiscal quarter ended June 30, 2005 (Commission File No. 000-27074). The following responses are keyed to the Staff’s comments.

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

 Financial Statements

 Consolidated Balance Sheets and Consolidated Statement of Cash Flows, pages 33 and
35

 1. We note that you have reclassified certain amounts on your
balance sheet and statement of cash flows for the period ended December 31, 2003 and that these reclassifications appear to be related to auction rate securities. The reclassification appears to have had a quantitatively material effect on your
statement of cash flows but we note that you have not included specific disclosure regarding this reclassification and why it was made. Tell us more about this reclassification and explain to us why you did not believe disclosure was necessary.

 The reclassification of the auction rate securities was due to heightened
awareness of the contractual maturities of the auction rate securities based on the SEC and PCAOB raising questions in early 2005 on investors’ balance sheet classification and statement of cash flows presentation of auction rate securities.
Although auction rate securities are frequently re-priced (90 days or less), we learned that these instruments cannot be classified as cash equivalents under FASB Statement No. 95, Statement of Cash Flows due to the contractual
maturities of the auction rate securities being longer than 90 days. Therefore, we reclassified the auction rate securities balance as of December 31, 2003 to short-term investments from cash. When we considered SAB 99 in our analysis of the
reclassification, we did not make a specific disclosure regarding this reclassification because 1) the reclassification did not have an impact on the company’s working capital, 2) our discussion of, and the focus of analysts on, our liquidity
includes cash, cash equivalents and short-term investments in total, and 3) there was no impact to the company’s overall liquidity from the reclassification. Our short-term investments are highly liquid in nature and the reclassification did
not impact our liquidity or the short-term availability of these funds which are invested in auction rate securities. Footnote 5 to the financial statements separately lists our auction rate securities as a component of investments. Also, in
accordance with Paragraph 2 of Chapter 2A of ARB 43, we state in our Summary of Significant Accounting Policies on page 37 that certain previously reported amounts have been reclassified to conform to the current presentation format with no impact
on net income (loss).

 2. We note that you derive revenue from security and
support services. To the extent service revenue is material, tell us how you considered Rules 5-03.1 and 5-03.2 of Regulation S-X with regards to your income statement presentation.

 Secure Computing has consistently taken the position that providing separate disclosure of products and services revenue
provides no additional value to the reader of the income statements because our services revenue is so closely tied to our product revenue. Our services revenues include support and maintenance of our products, as well as training and installation
of our products. However, even though we do not believe that there is a useful distinction between product and service revenue, in future filings we will separately disclose revenue derived from products and services on the face of the financial
statements. We supplementally advise the Staff that the breakdown between products and services revenue for the years ended December 31, 2002, 2003 and 2004 are as follows (in ‘000s):

12/31/02

12/31/03

12/31/04

 Products

$
37,604 or 61
%

$
52,421 or 69
%

$
67,625 or 72
%

 Services

$
24,356 or 39
%

$
23,792 or 31
%

$
25,753 or 28
%

 In the Note 1 of our Notes to
Consolidated Financial Statements, we disclose that our selling and marketing expense includes salaries, commissions, and benefits related to personnel engaged in customer support and maintenance functions. These costs also include the cost of
delivering training and installation services. As a result, our presentation of cost of goods sold does not include costs related to services revenue. In future filings we will disclose the costs associated with delivering our service revenues, in
accordance with Rule 5-03.2 of Regulation S-X.

 Notes to Consolidated
Financial Statements

 Note 1. Summary of Significant Accounting
Policies

 Revenue Recognition, page 37

 3. You disclose that revenue from products is recognized when persuasive evidence of an
arrangement exists, delivery has occurred, the fee is fixed or determinable, and collection is probable. This disclosure is general in nature and does not specifically address when revenue is recognized. Please tell us how you determine when each of
your revenue recognition criteria has been met for product sales (i.e., licenses and hardware). Also, please explain to us when revenue from royalty arrangements is recognized.

 Secure Computing recognizes revenue from products when (1) persuasive evidence of an arrangement exists, (2) delivery has
occurred, (3) the fee is fixed or determinable, and (4) collection is probable. The following describes how the company determines when each of these criteria has been met for product sales:

 (1) Persuasive evidence - Larger licensing transactions are evidenced by a contract
containing standard terms and conditions approved by the Company’s General Counsel or designee and signed by both parties. For certain geographies, smaller transactions are

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documented by a written contract. All other arrangements require a valid purchase order or on-line authorization in the form normally issued by the customer,
evidencing the customer’s commitment to receive and pay for product and/or services. If the customer is purchasing through a reseller arrangement, the reseller will be ordering by a P.O. that is documented by a signed Master Reseller Agreement,
which includes necessary content for the P.O.. We use sell-through reporting for all distributor and reseller sales and recognize revenue only at the point that we have end-user sell-through data.

 (2) Delivery has occurred - For products sold “FOB origin”, delivery occurs
at the time of physical shipment of the product. For products sold “FOB destination”, delivery occurs at the time of physical delivery to the customer. If a licensing agreement provides a customer with the right to multiple copies of a
software product in exchange for a fixed fee, delivery occurs upon the transfer of the product master, or the first copy of the product if the master is not to be transferred (prior transfer of an evaluation copy of the software qualifies as
delivery provided the evaluation copy contains equivalent functionality to the product in the contract or PO). When software is delivered electronically, delivery is met when either the customer takes possession of the software via a download or the
company provides the customer with the necessary access codes to immediately take possession of the software. In a multiple element arrangement, delivery is not considered to have occurred for an element if there are undelivered elements that are
essential to the functionality of the delivered element because the customer would not have the full use of the delivered element.

 (3) The fee is fixed or determinable when the arrangement is for a set amount that is not subject to refund or adjustment and is on a known and fixed schedule.
Extended payment terms may indicate that the fee is not fixed or determinable. If payment of a significant portion of the fee is not due until expiration of the agreement or more than 12 months after delivery, the licensing fee is presumed not to be
fixed and revenue is not recognized until the payments become due. Payment terms under 12 months but outside normal customary terms (our standard terms are 30 days) are evaluated as to their effect on the fee being fixed or determinable. Secure
Computing does not have a history of granting concessions to its customers.

 (4) Collection must be probable for revenue to be recognized. If collection from a customer is not probable, revenue will be recognized when the payments are due and the collection is guaranteed by a creditworthy third party such as
a parent company guarantee, issuance of a standby letter of credit or collection of the cash. In determining credit-worthiness of new accounts, we use several resources including D&B reports and public filings with the SEC. Prior to a first
order being received from a new reseller customer, we have a process in place to ensure that we have received a completed credit application, a reseller application and a signed reseller contract. Credit lines and credit file information are
reviewed and adjusted periodically to ensure that credit levels extended remain justified.

 Revenue from royalty arrangements is recognized at the time the royalty report (also referred to as a P.O.) is received from our OEM partner. Delivery occurs at the time the

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royalty report is received from the OEM as the ownership of the master disk was previously transferred to the OEM and the master partner agreement we have in
place with the OEM gives the them the ability to utilize copies of the software within the OEM’s products without contacting us. Delivery has occurred because Secure Computing has transferred ownership of the product master or development kit
(which the OEM partner has taken and built into their technology) prior to our receipt of a valid royalty report and we have no further obligations following the transfer of ownership. Persuasive evidence of an arrangement exists because our OEM
partners are required to have a current OEM partner agreement in place. The fee is fixed and determinable based on the pricing schedules included in the OEM partner agreements and the purchases are for a specific number of users. The royalty reports
provided to us by the OEM partners represent only orders that they have fulfilled (delivered/shipped) prior to the reporting date. When we do not receive the royalty report until after the period the revenue was earned, we accrue the revenue into
the proper period based on evidence of shipment within the period, provided by the OEM partner. This evidence is in the form of a preliminary ‘shipment’ report provided to us by the OEM partner. We review the shipment report to verify that
all shipment dates have occurred prior to the last day of the financial period we are reporting. Historically we have not had to record material adjustments to revenue for any differences between the preliminary shipment report and the final royalty
report we receive. Secure Computing has a history of successfully collecting fees under the original payment terms without making subsequent concessions.

 We respectfully submit to the Staff that the revenue recognition disclosure provided in our Form 10-K is sufficiently specific because our revenue recognition practices
for OEM royalty revenue are essentially the same as those for all other revenue. We recognize OEM royalty revenue when: persuasive evidence of an arrangement exists, delivery has occurred, the fee is fixed or determinable, and collection is
probable. We believe that additional disclosure would not be useful to the readers of the financial statements.

 4. Your disclosure indicates that you determine evidence of fair value based on “the approved price list and discount schedule and the actual prices charged for
comparable arrangements.” Explain to us how this represents vendor-specific objective evidence of fair value as defined by paragraph 10 of SOP 97-2. Explain why you believe a “comparable arrangement” is sufficient to establish VSOE of
fair value for each element in an arrangement. As part of your response, describe how you determine VSOE of PCS and any other undelivered elements, particularly where you apply the residual method. Explain any circumstances under which VSOE for PCS
differs from either the renewal rate and/or your published price lists.

 Secure Computing allocates revenue to the various elements of a multiple element arrangement based on the fair value of each element sold. We determine the fair value of each element based on its selling price when sold separately. We
indicate that the evidence of fair value is based on the approved price list and discount schedule and the actual prices charged for comparable arrangements. A “comparable arrangement” means

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the price normally charged for the product or service when the customer has purchased a like number of licenses, which reiterates our previous statement that
the fair value is determined using the price charged for the element when sold separately. Since this language is redundant, we will remove the language referring to “comparable arrangements” in future filings.

 VSOE of fair value for product elements such as hardware and software is based upon the
average amount we charge for the product when such products are sold separately. VSOE of fair value for annual subscription-based contracts is based on the average amount we charge per user when the subscriptions are sold
separately. Vendor specific objective evidence for PCS, and any other undelivered elements, is determined based on the price the customer will be required to pay when the PCS arrangement is sold separately. If there is not evidence of the PCS
being sold separately, then the fair value is determined based on the customer’s renewal pricing as evidenced in their customer support agreement. Based on these criteria, the company has not had an instance where it was unable to establish
VSOE on an element; therefore, the company has not been subject to the residual method.

 5. We note your disclosure regarding the use of sell-through reporting for your “Safeword for Citrix” products. Please tell us whether you use sell-through reporting for all distributor or reseller sales or just for
“Safeword for Citrix” sales. As part of your response, tell us about any return, price protection, rotation or similar rights you offer to your resellers or distributors. Explain how your revenue recognition policy disclosures reflect such
rights.

 We use sell-through reporting for international distributor sales
of “Safeword for Citrix”. For all other distributor and reseller sales, we recognize revenue only at the point that we have end-user sell-through data and product has shipped. The end-user sell through data is provided by the distributor
or reseller at the time they place a P.O. with Secure, so we have this data prior to processing and shipping the order. In the future we will add language to this effect to our disclosures.

 Our current policy is that our distributors/resellers are not allowed to hold inventory (with
the exception of “Safeword for Citrix” products as disclosed on page 38), and therefore, there are no return, price protection, rotation, or similar rights provided to resellers and distributors, including those that hold Safeword for
Citrix inventory. At 12/31/04 the balance of the Safeword for Citrix product being held as inventory by foreign resellers totaled $187,882.

 6. We note disclosure on page 38 that you have unbilled receiv