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[Simpson Thacher & Bartlett LLP letterhead]

        April 13,
2005

Division
of Corporation Finance

U.S. Securities and Exchange Commission

450 Fifth Street, N.W.

Washington, D.C. 20549-0410

Attention: Ms. Nudrat Salik

Re:

Rockwood Holdings, Inc.

Registration Statement on Form S-1

Filed February 11, 2005

File No. 333-122764

Dear
Ms. Salik:

        On
behalf of Rockwood Holdings, Inc. (the "Company"), in response to the Staff's telephonic request on April 12, 2005, the Company is providing the following information
with respect to the Company's valuation of its common stock as of November 30, 2004 using a retrospective income approach consistent with the valuation technique applied in connection with the
July 2004 equity investment by KKR and DLJMB:

1.July 31, 2004: The implied multiple of total pro forma last twelve months ("LTM") Adjusted EBITDA as of July 31, 2004 was
7.5, based on the following:

enterprise value of Rockwood =

enterprise value of historic Rockwood +

enterprise value of Dynamit Nobel plus related fees and expenses +

enterprise value of Johnson Matthey pigments and dispersions business

=

implied multiple

pro forma LTM Adjusted EBITDA

enterprise value of historic Rockwood: $1,332.9 million (equity value of $304.0 million

+ net debt of $1,028.9 million)

•equity
value: $304.0 million

—fair
value per share based on price paid by DLJMB: $500.00

—number
of shares of common stock outstanding: 607,993

•net
debt: $1,028.9 million

estimated enterprise value of Dynamit Nobel: $2,320.9 million (reflects the cash purchase price and assumed net debt as of July 31, 2004,
as described in the Form 8-K filed August 4, 2004)

•plus
estimated fees and expenses of $152.2 million related to the Dynamit Nobel acquisition

enterprise value of Johnson Matthey pigments and dispersions business: $50.0 million (reflects the purchase price; the acquisition was actually
completed on September 1, 2004)

        pro forma LTM Adjusted EBITDA as of July 31, 2004: $513.0 million

        calculation of multiple:

(1,332.9 + 2,320.9 + 152.2 + 50.0)
= 7.5

513.0

This
calculation of the multiple is based in part on the estimated enterprise value of Dynamit Nobel and the estimated related fees and expenses. The actual enterprise value and related fees and
expenses were lower. Had the actual amounts been used, the multiple would have been reduced to 7.4.

2.November 30, 2004: The implied fair value per share was $517, based on the following:

 enterprise value:

•equity
value: number of shares of common stock outstanding: 1,471,693

•net
debt: $3,139.3 million

        pro forma LTM Adjusted EBITDA as of November 30, 2004: $520.0 million

        multiple:    7.5

 calculation of fair value per share:

(X × 1,471,693) + 3,139.3
= 7.5

520.0

X = 517

2

        Please
call me (212-455-2758) or Anette Somosi (212-455-2485) of this firm with any questions if you wish to discuss the above matter.

      Very
truly yours,

      /s/
Roxane F. Reardon

      Roxane
F. Reardon

Copies to:

Rufus Decker—Securities and Exchange Commission

Lesli Sheppard—Securities and Exchange Commission

Thomas J. Riordan—Rockwood Holdings, Inc.

William Calder—Deloitte & Touche LLP

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