SecProbe.io

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Mail Stop 3561

								            March 17, 2006

Mr. Michael H. McLamb
Chief Financial Officer
MarineMax, Inc.
18167 U.S. Highway 19 North, Suite 300
Clearwater, Florida 33764

		RE:	MarineMax, Inc.
			Form 10-K for Fiscal Year Ended September 30, 2005
			Filed December 12, 2005
Form 10-Q for Fiscal Quarter Ended December 31, 2005
			File No. 1-14173

Dear Mr. McLamb:

	We have reviewed your filings and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Where indicated, we think you should
revise your disclosures in response to these comments.  If you
disagree, we will consider your explanation as to why our comment
is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation. In some of our comments, we may ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may 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
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 September 30, 2005

Item 9A.  Controls and Procedures, page 50

1. You state that your management evaluated the effectiveness of
your
disclosure controls and procedures, as defined in Exchange Act
Rule
13a-15(e).  However, your principal executive and financial
officers
only concluded that your disclosure controls and procedures were
effective in "timely alerting them to material information
relating
to the Company required to be included in the Company`s (including
its consolidated subsidiaries) periodic SEC filings."  Please
revise
your disclosure in future filings to also state, if true, that the
same officers concluded the controls and procedures were effective
in
"ensur[ing] that information required to be disclosed by an issuer
in
the reports that it files or submits under the Act is accumulated
and
communicated to the issuer`s management, including its principal
executive and principal financial officers, or persons performing
similar functions, as appropriate to allow timely decisions
regarding
required disclosure."  See Exchange Act Rule 13a-15(e).
Additionally, please confirm to us that your conclusion regarding
effectiveness would not change had such disclosure been included
in
this filing.

2. In future filings, please revise your disclosure regarding
changes
to internal controls over financial reporting to identify any
changes, not just "significant" changes that have materially
affected, or are reasonably likely to materially affect, your
internal controls over financial reporting.  Refer to Item 308(c)
of
Regulation S-K as well as paragraph 4(d) of Exhibits 31.1 and
31.2.

Form 10-Q for Fiscal Quarter Ended December 31, 2005

Item 4. Controls and Procedures, page 20

3. We note your disclosure that the principal executive officer
and
principal financial officer have concluded that "subject to the
limitations noted herein, [your] Disclosure Controls, as described
in
this Item 4, are effective in timely alerting them to material
information required to be included in [your] periodic SEC
reports."
It is not appropriate to indicate that your disclosure controls
and
procedures are effective subject to certain limitations.
Moreover,
it is unclear as to which limitations you are referring.  Please
amend the quarterly report to delete the qualification and to
provide
an unqualified conclusion as to the effectiveness of your
disclosure
controls and procedures.

Form 8-K Filed January 26, 2006

4. In future filings, please revise to disclose for each non-GAAP
measure presented the substantive reasons why management believes
that presentation of the non-GAAP financial measure provides
useful
information to investors regarding your financial condition and
results of operations.  Refer to the Instructions to Item 2.02 of
Form 8-K and Item 10(e)(1)(i) of Regulation S-K.  Show us how the
revised disclosures will read.  We are particularly interested to
understand why you believe the measures net income and diluted net
income per common share, adjusted to exclude stock-based
compensation
charges, provide useful information to investors, given that
stock-
based compensation represents a true cost of running your business
and given that this expense is a continuing recurring type expense
now that you have adopted SFAS 123R.

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

	You may contact Staff Accountant Ta Tanisha Henderson at
(202)
551-3322, or in her absence, Robyn Manuel at (202) 551-3823, if
you
have questions regarding comments on the financial statements and
related matters.  Please contact me at (202) 551-3843 with any
other
questions.

		Sincerely,

		George F. Ohsiek, Jr.
	Branch Chief
Mr. Michael H. McLamb
MarineMax, Inc.
March 17, 2006
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