SecProbe.io

Mail Stop 3561                   December 31, 2007   Patricia Gallup Chairman and Chief Executive Officer PC Connection, Inc. Rt. 101A, 730 Milford Road Merrimack, NH  03054
 Re:  PC Connection, Inc.
  Form 10-K for Fiscal Year Ended December 31, 2006
  Filed March 28, 2007   Definitive Proxy Statement on Schedule 14A   Filed April 30, 2007   File No. 0-23827
Dear Ms. Gallup:
  We have reviewed your filing and have the following comments.  You should
comply with the comments in all future filings, as applicable.  Please confirm in writing
that you will do so, and also explain to us how you intend to comply.  If you disagree, we
will consider your explanation as to why our comments are inapplicable or a revision is
unnecessary.  Please be as detaile d as necessary in your explan ation.  After reviewing this
information, we may raise additional comments.   Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings.  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 Fiscal Year Ended December 31, 2006

Item 1. Business

Service and Support, page 4

1. Please expand the discussion in the th ird paragraph under this sub-heading
regarding the company’s Everything Overni ght service, including, as appropriate,

Patricia Gallup
PC Connection, Inc.
December 31, 2007 Page 2 of 5
whether this service has an  impact on inventory levels and the consequences of
failing to ship in accordance with the terms of the service.
 Distribution, page 8

 2. We note the disclosure in the second paragraph under th is sub-heading that the
company is seeking to lower its overall inventory costs.  Please expand the
discussion of your inventory practices.  See Item 101(c)(vi) of Regulation S-K.
For example, please disclose whether the company keeps a significant amount of inventory in order to meet its obligati ons under the Everything Overnight service
discussed elsewhere in this section.  In  addition, please disclose how the company
intends to reduce inventory costs in light of  the disclosure in th e second risk factor
on page 11 of the Form 10-K regarding th e company’s increased inventory levels.
 Item 7. Management’s Discussion and Analys is of Financial Condition and Results of
Operations, page 21
 3. Please revise this section as appropria te to disclose any known trends or
uncertainties that are reasonably likely to have a material effect on the registrant's
financial condition or results of opera tions.  See SEC Release No. 34-6835 (May
18, 1989) available at http://www.sec.gov/rules/interp/33-6835.htm
.  For
example, please disclose any trends in  the information technology products and
services industry that have or are likely to occur that  would affect the company
such as trends with respect to pricing, suppliers and customers.
 Overview, page 21

 4. We note the disclosure in th e third paragraph under this sub-heading regarding the
challenges the company faces.  Please expand this disclosure to address briefly how the company intends to address thes e challenges.  As applicable, please
quantify any initiatives the company has or expects to undertake in this regard, particular with regard to your indication of moderate growth projected in the overall IT industry.
 Definitive Proxy Statement on Schedule 14A

Executive and Director Compen sation Processes, page 6

5. Please clarify in the third full paragra ph on page seven whether the 15,000 shares
that the CEO has authority to issue pursuant  to equity awards is an aggregate or
per person number.

Patricia Gallup
PC Connection, Inc.
December 31, 2007 Page 3 of 5   Code of Ethics, Page 8

 6. We note the disclosure unde r this sub-heading that the company has posted its
Code of Ethics on its website.  Howeve r, we were unable to locate it after
reviewing the Investors and Media se ction of the company’s website at
www.pcconnection.com
.  Please advise us as to the location of the Code of Ethics
or revise the disclosure in accordan ce with Item 406 of Regulation S-K.
 Director Compensation, page 8

 7. Please provide the narrative disclosure required by Item 402(k)(3) of Regulation
S-K with respect to director compensation.
 Executive Compensation

Compensation Discussion and Analysis, page 10
 8. In the first full paragraph on page 11, we note your disclosure that forms of compensation “vary, depending on the Company’s current initiatives and stated goals.”  Please expand this disclosure to  address what the company’s initiatives
and goals were for 2006 and will be for 2007 and how those items resulted in the
current compensation mix.

9. Please provide additional detail regarding th e adjustments made to the salaries of
executive officers as disclosed in the last paragraph on page 11.  For example, please disclose if there are individual performance goals that executive officers
must meet.  In addition, please disclose how “company-wide performance” is measured and if a quantifiable target is re lied upon, please disclose it.  Please also
consider whether additional  disclosure is necessary to take into account
differences between the chief executive offi cer’s salary and the salaries of other
executive officers.  See Staff Observations in the Review of Executive
Compensation Disclosure
(http://www.sec.gov/divisions/corpfin/guidance/execcompdisclosure.htm
)
(October 9, 2007).
 Executive Bonus Plan, page 12

 10. Please disclose what the company-wide net operating income goal was for the
year ended December 31, 2006 and whether the goal was met.  Please also disclose the goal for the year ended December 31, 2007.  To the extent you
believe disclosure of these targets is not required because it could result in competitive harm, provide us on a supplem ental basis a detailed explanation for
this conclusion.  See instruction 4 to Item 402(b).

Patricia Gallup
PC Connection, Inc.
December 31, 2007 Page 4 of 5   11. Please disclose in more detail what the corporate and individual goals referenced
in the third paragraph u nder this sub-heading were and whether they were
achieved in 2006.
 Summary Compensation Table, page 14

 12. We note the disclosure under the Opti on Awards column in the table, which
appears to conflict with the disclosure on page 13 that no options were granted in 2006.  Please revise or advise.
 Grants of Plan Based Awards, page 15

 13. Please provide the narrative disclosure required by Item 402(e) of Regulation S-K with respect to plan based awards.
 Potential Payments Upon Termination or Change in Control, page 16

 14. Please confirm that Ms. Gallup is not ent itled to any payment upon termination or
change of control.

15. Please disclose what happens with respect to outstanding stock options held by an
executive officer upon termination or a change of control.
 Form 10-Q for the Quarter Ended September 30, 2007

 16. Please confirm that you will address the co mments above in your future Forms
10-Q as applicable.

*****

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 responses 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
responses 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 that they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the adequacy  and accuracy of the disc losures they have made.

Patricia Gallup
PC Connection, Inc. December 31, 2007 Page 5 of 5
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 disclosu re in response to staff comments do
not foreclose the Commission from ta king any action with respect to the
filing; and

• the company may not assert staff comments as a defense in any
proceeding initiated by the Commissi on or any person under the federal
securities laws of the United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filings or in response to our comments on your filings.
 You may contact Blair Petrillo, Staff Attorney, at (202) 551-3550 or Mara
Ransom, Legal Branch Chief, at (202) 551-3264 or me at (202) 551-3725 with any
questions.
Sincerely,

H. Christopher Owings Assistant Director