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Direct Dial: 972-695-1091

Direct Fax: 972-695-1022

E-Mail Address: kcichocki@homeinteriors.com

May 20, 2005

Mr. George F. Ohsiek, Jr., Branch Chief

United States Securities and Exchange Commission

Washington, D.C. 20549

    Re:

    Home Interiors & Gifts, Inc.

    Form 10-K for the fiscal year ended December 31, 2004

    Filed March 23, 2005

    File No. 333-62021

Mr. Ohsiek:

      We have reviewed your additional correspondence dated May 3, 2005 regarding our responses to
your initial correspondence dated April 18, 2005 and offer you the following responses to your
inquires. For your convenience, we have numbered our responses to correspond with the order of
your inquiries, and have restated the text of each of your questions in italics within the body of
our response:

    1.
    We do not believe that SAB Topic 3-C Question 1 is applicable to the $15.3
million premium paid in excess of liquidation value of the Company’s 12.5% Senior
Convertible Preferred Stock reported within stockholders’ equity. Please advise.
Also, we understand that you do not present an earnings per share figure, however, we
believe the guidance in EITF Topics D-42 and D-53 applies with regard to the
classification of the redemption premium. Please advise.

    On June 4, 1998, the Company completed a recapitalization, which included a
contribution of $182.6 million by certain affiliates of Hicks, Muse, Tate & Furst
Incorporated (“Hicks Muse”), in exchange for approximately 66% of the outstanding
capital stock of the Company at the time. Approximately $181 million of such
contribution was accounted for on the Company’s balance sheet as additional paid in
capital. This amount represented virtually all of the Company’s additional paid in
capital.

    In July 2001, the Company issued all of its 12.5% Senior Convertible Preferred Stock to
HI Cayman, L.P. and HI Senior Debt Partners, L.P. (collectively, the “HI LPs”). The HI
LPs are affiliates of Hicks Muse, but are not the same affiliates that made the 1998 contribution. The HI LPs purchased the
preferred stock for $96,058,980, in the aggregate.

Mr. George F. Ohsiek, Jr.

May 20, 2005

Page 2

    In March 2004, the Company entered into a new senior credit facility, pursuant to which
the Company, among other things, repurchased all of the outstanding preferred stock of
the Company held by the HI LPs, for an aggregate purchase price of $139.0 million.
Pursuant to the terms of the preferred stock, the preferred stock was retired upon
repurchase by the Company.

    While the Company has considered the applicability of paragraph 12 of APB 6, we believe
APB 6 is more applicable to common stock. We believe EITF Topic No. D-42 better
addresses the Company’s accounting treatment. Pursuant to D-42, the excess of fair
value of the consideration transferred to the holders of the preferred stock over the
carrying amount of the preferred stock in the registrant’s balance sheet represents a
return to the preferred stockholder and, therefore, should be treated in a manner
similar to the treatments of dividends paid to the holders of the preferred stock.
Dividends on preferred stock are deducted from net earnings available to common
shareholders. If the registrant has a net deficit, dividends are then deducted from
additional paid in capital. Therefore, as a result of the Company’s accumulated
deficit of ($471.4 million) and because virtually all of the Company’s additional paid
in capital was contributed by affiliates of Hicks Muse, the Company believes that the
$15.3 million paid (also to affiliates of Hicks Muse) in excess of liquidation value
was appropriately deducted from additional paid in capital.

    2.
    It also does not appear that SAB Topic 3-C Question 1 is applicable to the
$29.5 million preferred stock dividends paid. If preferred stock dividends were
legally declared out of additional paid in capital, please clarify for us, or tell us
why your accounting is appropriate. Please advise.

    The Company reviewed EITF Topic No. D-42 for guidance on the treatment of preferred
stock dividends. We believe that, inasmuch as we had an accumulated deficit of ($471.4
million), and the recipient of the preferred stock dividends contributed all the
paid-in capital, charging the dividends against additional paid-in capital was
appropriate.

      If you have any further questions, please do not hesitate to contact me at the above
referenced number.

    Sincerely,

    /s/Kenneth J. Cichocki

    Kenneth J. Cichocki

    Senior Vice President of Finance and CFO