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VIA FACSIMILE (202) 942-1988, EDGAR AND FEDERAL EXPRESS

Securities and Exchange Commission

Division of Corporation Finance

450 Fifth Street, N.W., Mail Stop 3561

Washington, D.C. 20549-0305

Attention: Ta Tanisha Henderson, Staff Accountant

              Re:

    MarineMax, Inc. (the “Company”)

Form 10-K for the fiscal year ended September 30, 2005

File No. 1-14173

Filed: December 12, 2005

Form 10-Q for the quarter ended December 31, 2005

File No. 1-14173

Filed: February 9, 2006

Form 8-K

File No. 1-14173

Filed: January 26, 2006

Ladies and Gentlemen:

     We are responding to comments on the Company’s above-referenced filings under the Securities
Act of 1933, as amended, provided by the staff (the “Staff”) of the Securities and Exchange
Commission by letter dated March 17, 2006. The Company’s responses to the Staffs comments are
indicated below, directly following a restatement of each comment in bold, italicized type.

Form 10-K for the year ended September 30, 2005

Item 9A. Controls and Procedures, page 50

    1.

    SEC Comment: 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 the information required to be disclosed by
an issuer in the reports that it files or submits under the Act is

Securities and Exchange Commission

Attn: Ta Tanisha Henderson

Page 2

    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.

    Company Response:

     We will revise our disclosures in future filings as requested. Additionally, our
conclusion regarding effectiveness would not change had such disclosure been included in our
September 30, 2005 Form 10-K. In future filings our disclosure will be similar to the
following:

     We
have evaluated, with the participation of our Chief Executive Officer
and Chief Financial Officer, the effectiveness of our disclosure
controls and procedures as of September 30, 2005. Based on this
evaluation, our Chief Executive Officer and Chief Financial Officer
have each concluded that our disclosure controls and procedures are
effective to ensure that we record, process, summarize, and report
information required to be disclosed by us in our reports filed under
the Securities Exchange Act within the time periods specified by the
Securities and Exchange Commission’s rules and forms. During the
fiscal year covered by this report, there have not been any changes
in our internal controls over financial reporting that have
materially affected, or it’s reasonably likely to materially
affect, our internal control over financial reporting. Subsequent to
the date of their evaluation, there have not been any significant
changes in our internal controls or in other facts that could
significantly affect these controls, including any corrective action
with regard to significant deficiencies and material weaknesses.

    2.

    SEC Comment: 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.

    Company Response:

                    We will revise our disclosures in future filings as requested. Please refer to the response to
comment #1 which contains a proposed modified disclosure.

Securities and Exchange Commission

Attn: Ta Tanisha Henderson

Page 3

Form 10-Q for the quarter ended December 31, 2005

Item 4. Controls and Procedures, page 20

    3.

    SEC Comment: 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.

    Company Response:

     We will amend our quarterly report to delete the qualification. The amended disclosure
will be similar to our response to comment #1.

Form 8-K

    4.

    SEC Comment: 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 disclosure 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.

Securities and Exchange Commission

Attn: Ta Tanisha Henderson

Page 4

    Company Response:

     We will revise our disclosures of non-GAAP information in future filings as requested
to include additional information as to the substantive reasons behind the disclosure of the
non-GAAP measure. With respect to the implications of SFAS 123R, we believe the non-GAAP
measure provides consistent and comparable information to the reader. As noted by the
Staff, since this represents a continuing recurring expense, in future periods we will
modify any future non-GAAP disclosures related to the effects of adopting SFAS 123R. The
modification would be to present the effect of the expense on the periods prior to adoption
of SFAS 123R (October 1, 2005), rather than excluding the charge from the period subsequent
to adoption.

     In future filings the disclosure will be similar to the following:

          The financial results disclosed in this release include certain measures calculated and
presented in accordance with GAAP. In addition to the GAAP financial measures, we provide
supplemental, non-GAAP financial measures to facilitate evaluation of our operating
performance. The non-GAAP financial measures disclosed in this release exclude certain
amounts that are included in the most directly comparable GAAP measures.

          We believe the financial results (which exclude the effects of hurricane related
expenses and include the effects of stock-based compensation expense on results prior to
October 1, 2005) are a useful measure that facilitates evaluating the past and future
performance of our ongoing operations on a consistent and comparable basis. Included in this
release is a reconciliation of the disclosed financial measures to the most directly
comparable GAAP financial measures.

Securities and Exchange Commission

Attn: Ta Tanisha Henderson

Page 5

MarineMax, Inc. and Subsidiaries

Supplemental Data

Reconciliation of GAAP Financial Results to Non-GAAP Financial Results

(Amounts in thousands,
except share and per share data)

(Unaudited)

    Three Months Ended

    December 31,

    2005

    2004

    Net income (GAAP)

    $
    664

    $
    2,829

    Hurricane Wilma related expenses, net of tax

    708

    —

    Stock-based compensation, net of tax

    —

    (575
    )

    Net income (NON-GAAP)

    $
    1,372

    $
    2,254

    Diluted net income per common share (GAAP)

    $
    0.04

    $
    0.17

    Impact of Hurricane Wilma related expenses

    0.04

    —

    Impact of stock-based compensation

    —

    (0.04
    )

    Diluted net income per common share (NON-GAAP)

    $
    0.08

    $
    0.13

    Common shares used in calculating diluted earnings per share

    18,525,849

    16,959,020

          Please call me at (727) 531-1700, ext. 10131 or Jack P. Ezzell, the Company’s Vice
President, Chief Accounting Officer, and Corporate Controller at (727) 531-1700, ext. 10107 if you
have any questions concerning these responses.

    Sincerely,

    MARINEMAX, INC.

    /s/ Michael H. McLamb

Michael H. McLamb

    Executive Vice President, Chief Financial

    Officer, and Secretary

    cc:

    Jim Hoffmeister, Securities and Exchange Commission

William H. McGill, Jr., MarineMax, Inc.

Robert S. Kant, Greenburg Traurig, LLP

Scott K. Weiss, Greenburg Traurig, LLP

Paul Keiper, Ernst & Young, LLP

J. Patrick Gramling, Ernst & Young, LLP