SecProbe.io

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                                   DECHERT LLP
                               1775 I Street, N.W.
                             Washington, D.C. 20006
                                 (202) 261-3300

                                December 28, 2005

VIA EDGAR CORRESPONDENCE

Mr. Christian Sandoe
U.S. Securities and Exchange Commission
Division of Investment Management
Washington, D.C. 20549

         Re:  The Weitz Funds (the "Registrant)
              (Registration Nos. 333-107797 and 811-21410)

Dear Mr. Sandoe:

     This letter responds to the comments that you recently provided
telephonically regarding Post-Effective Amendment No. 7 to the Registrant's
Registration Statement on Form N-1A which was filed pursuant to Rule 485(a) on
October 14, 2005 in connection with the Registrant's proposed new investment
series, Partners III Opportunity Fund (the "Fund"). Summaries of the comments,
and the responses thereto, are provided below.

PROSPECTUS

1.   COMMENT. Page 3 and Page 9 - "Principal Risks": Under the section titled
"Interest Rate Risk", delete the second sentence of that section.

     RESPONSE. The requested change has been made.

2.   COMMENT. Page 3 and Page 9 - "Principal Risks": Add risk disclosure for
other investment strategies to be utilized by the Fund that are not currently
described in this section.

     RESPONSE. The requested disclosure has been added.

3.   COMMENT. Page 6 - "Performance of Predecessor Partnership": Provide
supplementally representations that the past performance information presented
with respect to the Predecessor Partnership is consistent with the position set
forth in the MASSMUTUAL INSTITUTIONAL FUNDS no-action letter (pub. avail.
September 28, 1995).

     RESPONSE. Attached hereto as "Attachment A" is a letter form Wallace R.
     Weitz & Co., investment adviser to the Fund and to the Predecessor
     Partnership, setting forth the requested representations.

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                                        2

4.   COMMENT. Page 20 - "Frequent Trading Policy": In the fourth sentence of
that section, delete that portion of the sentence that states: "and does not
make any effort to accommodate this practice".

     RESPONSE. The requested change has been made.

STATEMENT OF ADDITIONAL INFORMATION ("SAI")

5.   COMMENT. Page 11 - "Interested Trustees": Revise the biographical
information for Mr. Weitz regarding his length of service to reflect his
involvement with the Predecessor Partnership which, as disclosed in the
Prospectus, commenced operations in June 1983.

     RESPONSE. The requested change has been made.

6.   COMMENT. Page 16 - "Portfolio Manager": If applicable, indicate if any of
the pooled investment vehicle accounts managed by Mr. Weitz are subject to
performance fee arrangements.

     RESPONSE. Please be advised that none of the pooled investment vehicle
     accounts managed by Mr. Weitz are subject to performance fee arrangements.

7.   COMMENT. Page 17 - "Portfolio Manager Compensation": If applicable, clarify
the disclosure in the first sentence to indicate whether the portfolio manager
salary is a "fixed" salary.

     RESPONSE. The requested disclosure has been added.

8.   COMMENT. Page 17 - "Portfolio Manager Fund Ownership": In addition to
the disclosure of fund ownership as of the March 31, 2005 fiscal year-end of the
Registrant, add disclosure to reflect the portfolio manager's fund ownership in
the Fund as of the effective date of the Registration Statement.

     RESPONSE. The requested disclosure has been added.

9.   COMMENT. Page 17 - "Disclosure of Fund Portfolio Holdings": In the second
sentence, delete the phrase "such as" and replace this with the phrase
"consisting of".

     RESPONSE. The requested change has been made.

10.  COMMENT. Page 19 - "Investment Advisory and Other Services": Provide
additional disclosure regarding the material factors considered by the Board of
Trustees in connection with their approval of the adoption of the Investment
Advisory Agreement for the Fund in accordance with Item 12(b)(10) of the General
Instructions to Form N-1A.

     RESPONSE. The requested disclosure has been added to the SAI and a copy of
     this disclosure is attached hereto as "Attachment B".

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                                        3

                                     * * * *

          I trust that the foregoing is responsive to each of your comments.

          Please be advised that the undersigned hereby acknowledges, on behalf
of the Registrant, with respect to the foregoing, that:

     -    the Registrant is responsible for the adequacy and the accuracy of the
          disclosure contained in the filing that was made;

     -    SEC Staff comments or changes to disclosure in response to SEC Staff
          comments in the filing reviewed by the Staff do not foreclose the
          Commission from taking any action with respect to the filing made; and

     -    the Registrant may not assert SEC Staff comments as a defense in any
          proceeding initiated by the Commission or any person under the federal
          securities laws of the United States.

                                     * * * *

          Thank you again for your prompt attention to this matter. Please note
that the Registrant intends to file Post-Effective Amendment No. 8 to it
Registration Statement on Form N-1A in accordance with Rule 485(b) on or before
December 30, 2005, in order to reflect the foregoing responses to the comments
that you have provided.

          Please do not hesitate to contact the undersigned by telephone at
(202) 261-3364 or via e-mail at patrick.turley@dechert.com with any questions or
comments you may have regarding the Fund or the filing.

                                                Very truly yours,

                                                /s/ Patrick W.D. Turley

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                                        4

                                  ATTACHMENT A

                             WALLACE R. WEITZ & CO.
                        1125 South 103 Street, Suite 600
                           Omaha, Nebraska 68124-6008
                                 (402) 391-1980

                                December 28, 2005

Mr. Christian Sandoe
U.S. Securities and Exchange Commission
Division of Investment Management
Washington, D.C. 20549

         Re:  The Weitz Funds
              (Registration Nos. 333-107797 and 811-21410)

Dear Mr. Sandoe:

     This letter responds to your request that Wallace R. Weitz & Co. ("Weitz &
Co." or the "Adviser"), provide the Staff of the U.S. Securities and Exchange
Commission (the "SEC") with certain information and certain representations
regarding the proposed disclosure in the Registration Statement on Form N-1A of
the Registrant of the past investment performance of Weitz Partners-III Limited
Partnership (the "Predecessor Partnership"), which is a private investment
partnership exempt from registration under the Investment Company Act of 1940
(the "1940 Act") in accordance with Section 3(c)(1) of the 1940 Act, and which
intends to transfer substantially all of its assets and liabilities to the
Registrant's proposed new investment series, Partners III Opportunity Fund (the
"Fund"), in a transaction currently scheduled to take place on or about December
30, 2005. Pursuant to your request, information about Weitz & Co., the
Predecessor Partnership and the Fund, as well as the requested representations,
are provided below.

BACKGROUND

     Weitz & Co., which is an investment adviser registered as such with the SEC
in accordance with the Investment Advisers Act of 1940 (the "Advisers Act"),
established the Predecessor Partnership in June 1983. At all times since its
inception the Predecessor Partnership has been operated without registration as
an investment company under the 1940 Act in reliance upon Section 3(c)(1) of the
1940 Act. Weitz & Co. has served as the investment adviser to the Predecessor
Partnership since its inception.

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     Weitz & Co. is also the investment adviser to each of the funds included in
The Weitz Funds (the "Trust"), including the Fund. Weitz Securities, Inc., a
broker-dealer registered as such with the SEC and an entity under common control
with the Adviser, is the distributor of the shares of each of the Funds in the
Trust. The Trust has filed a Post-Effective Amendment to its current
Registration Statement on Form N-1A in order to provide for the registration of
the Fund under the 1940 Act. The Fund is intended to have the same investment
objectives, policies and strategies as the Predecessor Partnership and the
Limited Partners of the Predecessor Partnership have recently voted in favor of
the transfer of substantially all of the assets of the Predecessor Partnership
to the Fund in a tax-free transaction that is currently scheduled to be
completed on or about December 30, 2005.

     The Trust has included in its Registration Statement on Form N-1A certain
past performance information of the Predecessor Partnership for the last 10
calendar years in response to Item 2 of the General Instructions to Form N-1A.
This past performance information is intended to comply with the position
articulated by the Staff in a series of no-action letters commencing with
MASSMUTUAL INSTITUTIONAL FUNDS (pub. avail. Sept. 28, 1995) (the "MassMutual
Letter").

REPRESENTATIONS

     In connection with the proposed disclosure of the past performance of the
Predecessor Partnership in the Registration Statement with respect to the Fund
in a manner intended to be consistent with the requirements of the MassMutual
Letter, Weitz & Co. makes the following representations:

1.   The Fund is to be managed in a manner that is in all material respects
equivalent to the management of the Predecessor Partnership;

2.   Weitz & Co. has served as investment adviser to the Predecessor Partnership
since its inception in June 1983 and will serve as the investment adviser to the
Fund;

3.   The Predecessor Partnership and the Fund were created for purposes other
than to establish a performance record;

4.   The Fund may rely on the data and performance schedules provide by Weitz
& Co. for the Predecessor Partnership in preparing and presenting the Fund's
performance information;

5.   Weitz & Co. consents to having the following disclosure made in connection
with the performance information regarding the Predecessor Partnership to be
used in connection with the Fund:

     a.   The prior performance presented relates to periods prior to the
effective date of the Fund's commencement of operations as a registered
investment company;

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     b.   The Predecessor Partnership was not registered under the 1940 Act and
was not subject to certain investment restrictions imposed by the 1940 Act and
the Internal Revenue Code during the periods presented;

     c.   If the Predecessor Partnership had been registered under the 1940
Act and had been subject to the 1940 Act and to certain provisions of the
Internal Revenue Code, the performance of the Predecessor Partnership might have
been adversely affected.

                                     * * * *

     I trust that the foregoing is responsive to your request.

     Please do not hesitate to contact our legal counsel, Patrick W.D. Turley,
Esq. of Dechert LLP by telephone at (202) 261-3364 or via e-mail at
patrick.turley@dechert.com with any questions or comments you may have regarding
the foregoing.

                                        Very truly yours,

                                        /s/ Wallace R. Weitz
                                           President

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                                        7

                                  ATTACHMENT B

            (SAI DISCLOSURE PURSUANT TO ITEM 12(b)(10) OF FORM N-1A)

BOARD CONSIDERATION OF THE APPROVAL OF THE MANAGEMENT AND INVESTMENT ADVISORY
AGREEMENT WITH WALLACE R. WEITZ & CO.

In accordance with the Investment Company Act of 1940 (the 1940 Act"), the Board
of Trustees of the Fund is required to consider the approval of the Fund's
Management and Investment Advisory Agreement (the "Agreement") with Weitz & Co.
The relevant provisions of the 1940 Act specifically provide that it is the duty
of the Board to request and evaluate such information as the Board determines is
necessary to allow them to properly consider the approval of the Agreement, and
it is the duty of Weitz & Co. to furnish the Trustees with such information that
is responsive to their request. Accordingly, in determining whether to approve
the Agreement between the Fund and Weitz & Co., the Board of Trustees requested
in writing, and Weitz & Co. provided, information and data relevant to the
Board's consideration. This included materials prepared by Weitz & Co. regarding
the investment performance of the Predecessor Partnership as compared to
registered mutual funds having similar investment objectives as well as
information regarding the estimated fees and expenses expected to be incurred by
the Fund as compared to other similar registered mutual funds.

The Board of Trustees met on November 8, 2005 at an in-person meeting during
which they considered the proposed adoption of the Agreement. At this meeting
the Board met with representatives of Weitz & Co. and reviewed with them various
factors concerning the proposed adoption of the Agreement. The Board was
informed that the Predecessor Partnership had been established in June 1983 and
that it had been operated by Weitz & Co. as a private investment partnership
exempt from registration under the 1940 Act since its inception. The Board was
also informed that because the Predecessor Partnership had not been subject to
certain investment restrictions otherwise imposed on registered mutual funds by
the 1940 Act, the performance results of the Predecessor Partnership might have
been adversely affected if it had been subject to the 1940 Act since its
inception. The Board took note of the fact that it was proposed that the Fund
would have substantially the same investment objectives and investment
strategies as the Predecessor Partnership. Mr. Wallace R. Weitz, the President
of Weitz & Co., then reviewed for the Board the proposed transaction pursuant to
which it was intended that the Fund would acquire substantially all of the
assets and liabilities of the Predecessor Partnership and succeed to the
investment performance of the Predecessor Partnership on or about December 30,
2005.

The Board then reviewed with Mr. Weitz the performance results obtained by Weitz
& Co. for the Predecessor Partnership over various time periods since the
inception of the Predecessor Partnership in June 1983. The Board took note of
the fact that the performance of the Predecessor Partnership for the three, five
and ten year periods ended September 30, 2005, was 24.3%, 12.8% and 16.3%,
respectively, which was higher than the performance for each of the

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S&P 500 Index, the Russell 2000 Index and the NASDAQ Composite Index for each of
these same time periods. The performance of the Predecessor Partnership for
these time periods was also higher than that of other funds included in the
materials presented to the Board as being representative of funds having similar
investment objectives and strategies as the Fund. The Board then reviewed the
year-to-date performance results for the Predecessor Partnership for the
nine-month period ended September 30, 2005, and the Board took note of the fact
that the performance results for the Predecessor Partnership for this short-term
period indicated performance results that were generally lower than the relevant
benchmark indices and the other funds included in the materials and the Board
discu