SecProbe.io

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Mail Stop 6010

June 24, 2005

Via U.S. Mail and via Facsimile

Mr. David W. Heard
Chief Executive Officer
Somera Communications, Inc.
301 S. Northpoint Drive
Coppell, Texas 75019

	RE:	Somera Communications, Inc.
		Form 10-K for the year ended December 31, 2004
		Filed March 31, 2005
		File No. 0-27843

Dear Mr. Heard:

     We have reviewed your filing and have the following comments.
We
have limited our review of your filing to those issues we have
addressed in our comments.  Where indicated, we think you should
revise your document in response to these comments.  If you
disagree,
we will consider your explanation as to why our comments are
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 the Fiscal Year Ended December 31, 2004

Note 3:  Acquisitions, page 51

1. We note that in June 2003 you wrote-off all the goodwill
relating
to your October 2002 acquisition of Compass Telecom.  With a view
towards improved MD&A discussions in future filings, please
describe
to us the factors, both company-specific and macro-economic, which
you
believe resulted in the Compass Telecom goodwill being impaired
less
than nine months after the purchase.  Discuss how these factors
related to your decision to sell back the Compass Telecom assets
to
two of the former owners.
Financial Statements, page 36

2. We note the amended 2004 Form 10-K/A filed on April 13, 2005
which
includes corrections to the audited financial statements.  Please
revise the amendment to include a complete set of audited
financial
statements.  In addition, include the appropriate consents and
certifications.

*    *    *    *

      As appropriate, please amend your December 31, 2004 10-K and
respond to these comments within 10 business days or tell us when
you
will provide us with a response.  You may wish to provide us with
marked copies of the amendment to expedite our review.  Please
furnish
a cover letter with your amendment that keys your responses to our
comments and provides any requested information.  Detailed cover
letters greatly facilitate our review.  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 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 filings;

* 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 filing or in response
to
our comments on your filing.

      You may contact Heather Tress, Staff Accountant, at (202)
551-
3624 or me at (202) 551-3671 if you have questions regarding
comments
on the financial statements and related matters.

Sincerely,

Martin F. James
Senior Assistant Chief Accountant

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Mr. David W. Heard
Somera Communications, Inc.
June 24, 2005
Page 1

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