SecProbe.io

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November 23, 2005

Mr. Phillip A. Choyce
Vice President and General Counsel
Grant Prideco, Inc.
400 N. Sam Houston Parkway  E. Suite 900
Houston, TEXAS 77060

Re:	Grant Prideco, Inc.
		Registration Statement on Form S-4
      Filed October 24, 2005
      File No. 333-129198

Form 10-Q for the Fiscal Periods Ended
March 31, June 30 and September 30, 2005
	File No. 1-15423

Dear Mr. Choyce:

      We have limited our review of your filings to those issues
we
have addressed in our comments.  Where indicated, we think you
should
revise your documents 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 supplemental 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.

Forms 10-Q

Controls and  Procedures

Update on Internal Control Over Financial Reporting

1. Item 308 (c) of Regulation S-K requires that you disclose any
change in the registrant`s "internal control over financial
reporting" identified in connection with the evaluation required
by
Exchange Act Rules 13a-15 or 15d-15 that occurred during the
fiscal
quarter that has materially affected, or is reasonably likely to
materially affect, the registrant`s internal control over
financial
reporting.  Provide an unqualified statement that discloses that
there were changes to internal control over financial reporting
during the period covered by the report as required by Item 308(c)
of
Regulation S-K. In this regard, we note that disclosure in each of
your Forms 10-Q, while providing a general reference to corrective
measures being taken, fails to specifically delineate the remedial
steps taken in the particular fiscal quarter covered by the
report.

Please amend your Forms 10-Q and revise the disclosure therein to
specifically identify the actions taken in each quarter.  Further,
provide updated disclosure if available, regarding the results of
the
testing of such remediation steps once such testing has been
completed by your auditors. We may have further comments.

Please ensure you file updated certifications as required by
Exchange
Act Rules 13a-14 and 15d-14 with your amended periodic reports.

Closing Comments

      As appropriate, please amend the above filings in response
to
these comments.  You may wish to provide us with a marked copy 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 filing to be certain that the
filing includes all information required under the Securities Act
of
1933 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.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert staff comments and the declaration of
effectiveness 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 connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.

Please contact Mellissa Campbell Duru at (202) 551-3757 or me at
(202) 551-3745 with any questions.  Direct all correspondence to
the
following ZIP code:  20549-7010.

									Sincerely,

									H. Roger Schwall
									Assistant Director

        cc:    via facsimile
           	Charles Still, Esq.
            	Fulbright & Jaworski, L.L.P.
            	(713) 661-5246
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Mr. Choyce
Grant Prideco, Inc.
November 23, 2005
page 4

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE
         MAIL STOP 7010

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