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[Preston Gates & Ellis LLP Letterhead]

April 20,
2005

H.
Christopher Owings, Assistant Director

Securities and Exchange Commission

Mail Stop 0308

450 Fifth Street N.W.

Washington, D.C. 20549

Re:Zumiez Inc.

Registration Statement on Form S-1

File No. 333-122865

Filed February 17, 2005

Dear
Mr. Owings:

        On
behalf of our client, Zumiez Inc. (the "Company"), we are hereby submitting Amendment No. 2 to the above-referenced Registration Statement on Form S-1
("Amendment No. 2") for filing under the Securities Act of 1933, as amended (the "Act"). Amendment No. 2 is marked to show revisions from the first amendment to
Form S-1 filed on March 30, 2005 ("Amendment No. 1") and reflects revisions made in response to the comments of the staff (the "Staff") of the Division of Corporation
Finance of the Securities and Exchange Commission (the "Commission") in your comment letter dated April 12, 2005 (the "Comment Letter") addressed to Brenda I. Morris, Chief Financial Officer of
the Company.

        We
are also furnishing supplementally certain information requested in the Comment Letter. Below we have reprinted each of the Staff's comments in bold and thereunder set forth our
related response. Capitalized terms used herein have the same meanings as set forth in Amendment No. 2. Except with respect to page numbers originally referenced in your Comment Letter or
unless otherwise noted, all
page number references herein relate to pages in the prospectus contained within Amendment No. 2 (the "Prospectus").

        We
have been authorized by the Company to deliver its responses to the Staff's comments set forth below. All responses pertaining to the Company set forth in this letter were prepared by
the Company in consultation with Preston Gates & Ellis LLP.

General

1.COMMENT: We note your response to our prior comment 4. Please provide an expanded legal analysis as to why the issuance of securities is not required to be
registered.

RESPONSE:
As stated in the Company's previous response letter, immediately prior to the initial public offering, Zumiez Holdings will distribute the shares of the Company's common stock that it holds
to Mr. Campion, Mr. Brooks, Mr. Haakenson and Brentwood-Zumiez Investors, LLC (collectively, the "Transfer Recipients"), pursuant to the terms of the Zumiez Holdings LLC
Agreement. The shares that will be transferred by Zumiez Holdings prior to the initial public offering were acquired by Zumiez Holdings in 2002 and will be transferred to such persons under the terms
of the Holdings LLC Agreement for no consideration. The term "sale" is defined in Section 2(3) of the Act as a disposition for "value." The transfer of the Company's common stock held by Zumiez
Holdings to the Transfer Recipients pursuant to the terms of the Zumiez Holdings LLC Agreement will not constitute a disposition of securities for value since such recipients will merely receive in
such transfer that which they already indirectly and beneficially own (i.e., the assets of Zumiez Holdings LLC). Neither Zumiez Holdings LLC nor the Company will receive any consideration or other
value in connection with the transfer. The distribution will not involve an "offer to sell" or a "sale" of such common stock within the meaning of Sections 2(3) or 5 of the Act, and, therefore, the

registration
of such common stock under the Act in connection with the distribution is not required.

2.COMMENT: We note your response to prior comment 3. Please advise us which reports are publicly available and file the consents for the reports that are not
publicly available.

RESPONSE:
This will confirm that the the December 1, 2004 press release by Teenage Research Unlimited is publicly available. The Teenage Research Unlimited press release is available on the
Internet at http://www.teenresearch.com/PRview.cfm?edit_id=287. We supplementally advise the Staff that the Prospectus has been revised to update the data taken from the 2004  Sports Participation Topline Report by SGMA International, which was previously provided to the Staff, with data taken from the 2005  Sports Participation Topline Report by SGMA International. Please see page 40 of the
Prospectus for the updated data. This will confirm that the
2005 Sports Participation Topline Report is publicly available on the Internet at http://www.sgma.com/reports/data/2005/p28b-05.pdf. A copy of the 2005  Sports Participation
Topline Report is provided herewith (the report is attached hereto as Exhibit A). We have also provided herewith a copy of
the consent of Board-Trac, Inc. to the use of the data contained in their 2003 Size of the Market Report, which is not publicly
available, in the Prospectus (the consent is attached hereto as Exhibit B to this letter).

Certain Terms Used in this Prospectus, page ii

3.COMMENT: We note your response to our prior comment 6. Please delete this section or relocate it to a more appropriate location in the registration statement.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments.

Use of Proceeds, page 20

4.COMMENT: We note your response to our prior comment 16. Please disclose the approximate dollar amount you intend to allocate to each of the purposes you have
identified.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments. Please see page 20 of the Prospectus.

Management's Discussion and Analysis General, page 26

General, page 26

5.COMMENT: On page 28, please specify the steps you intend to take to increase the percentage of net sales of private label merchandise in the future.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments. Please see page 28 of the Prospectus.

Management, page 46

6.COMMENT: We note your response to our prior comment 26. Please account for Ms. Kilbourne's professional experience between May 2001 and 2002 and
between 2003 and September 2004.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments. Please see page 47 of the Prospectus.

2

Certain Relationship and Related Transactions, page 58

7.COMMENT: We note your response to our prior comment 28. Please file the Zumiez Holding LLC company agreement as an exhibit.

RESPONSE:
We hereby advise the Staff that the Limited Liability Company Agreement of Zumiez Holdings LLC has been filed with Amendment No. 2 as Exhibit 10.10 to the Registration
Statement on Form S-1.

Underwriting, page 68

8.COMMENT: We note your response to prior comment 35. If the selling shareholders are affiliates of the company, you should disclose that they may be deemed
underwriters under the federal securities laws.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments. Please see page 69 of the Prospectus.

9.COMMENT: We note your response to prior comment 37. Please provide us with the draft email messages you will send to investors.

RESPONSE:
The managing underwriters have advised the Company that to date they have not emailed any electronic copies of the preliminary prospectus to prospective investors. The managing underwriters
have further advised the Company that they have decided not to deliver electronic copies of the preliminary prospectus to prospective investors by email. In addition, the managing underwriters have
advised the Company that, if there is an underwriting syndicate, then, at the time the managing underwriters send out invitations to participate in the offering to potential syndicate members, those
potential syndicate members that are invited must accept the invitation on the basis that they will not email an electronic copy of the preliminary prospectus to prospective investors.

10.COMMENT: We note your response to our prior comment 39. Please tell us the identity of the managing underwriter who will arrange with NetRoadshow, Inc.
to conduct an Internet roadshow.

RESPONSE:
The managing underwriters have advised the Company that Piper Jaffray & Co., one of the managing underwriters, will arrange with NetRoadshow to conduct an internet roadshow.

11.COMMENT: We note your response to prior comment 42. Please include your response regarding lock-up restrictions in the registration statement.
Also, if officers, directors and five percent holders have the right to acquire beneficial ownership of common stock within 60 days under a contractual commitment that is part of the directed
share program, you should include the common stock in the beneficial ownership table. You also should consider whether disclosure under Item 404(a) of Regulation S-K is required
with respect to participation in the directed share program by these parties.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments with respect to the lock-up restrictions. Please see page 72 and page 73 of the Prospectus. This will confirm that
there are no contractual commitments under the directed share program giving officers, directors or five percent holders of the Company's common stock the right to acquire beneficial ownership of
common stock.

3

Financial Statements

Notes to Financial Statements

General

12.COMMENT: We have reviewed your response to prior comment 51 and still believe that you should present revenue disclosures by product group. Product line
revenue disclosure should mirror the financial information used to prepare your general-purpose financial statements. Please tell us the product categories reported to senior management in daily,
weekly or monthly sales reports for purposes of managing the business. If providing product line disclosure is impracticable, please revise your filing to so state.

RESPONSE:
The Prospectus has been revised to reflect the Staff's comments. Please see the disclosure in Note 2 to our financial statements on page F-10 of the Prospectus, which
reflects the principal product categories that the Company's management reviews on a daily, weekly and monthly
basis in connection with the preparation of its general purpose financial statements. Specifically, the Company has grouped its product line information by the following categories: "Men's";
"Women's"; and "Accessories and Other." We note that the Men's category includes men's apparel, the Women's category includes women's apparel, and the Accessories and Other category includes all other
merchandise (e.g., hardgoods, accessories, footwear, etc.). These are the primary categories reported to management for the purposes of managing the business. As noted in the previous response letter,
the Company carries a substantial number of actual product lines. Based on trends, seasonality, and other variables, management does from time to time review detailed data from various product lines
within the above-referenced product categories. However, such detailed data is ultimately reviewed and assessed on an aggregated basis across the product categories listed above. The Company believes
that it would be impracticable to report revenue disclosures at a more detailed level than the product categories listed above and that such information would not provide investors with meaningful
insight into the Company's results of operations. The Company believes that its product category grouping is consistent with the manner in which many of the Company's peers in the retail industry
report revenues. The Company believes that the foregoing product categories are consistent with the requirements of paragraph 37 of SFAS 131.

2. Summary of Significant Accounting Policies, page F-8

Revenue Recognition, page F-10

13.COMMENT: We have reviewed your response to prior comment 53. The Zumiez Gift Card Polices section of your website states that a $1.50 monthly dormant
fee is deducted for any 24-month period that the card is not used. Please help us understand how this policy reconciles to your accounting policy "The Company does not assess gift card
dormancy fees." If your policy is to not charge dormancy fees despite your legal right to do so, please clarify.

RESPONSE:
This will confirm that although the Company is legally entitled to assess a gift card dormancy fee, but the Company has not historically charged such fees. The Prospectus has been revised to
clarify this matter. Please see page F-10 of the Prospectus.

4

Exhibit 5.1 Legal Opinion

14.COMMENT: Please confirm to us that the reference and limitation to "Washington General Corporation Law" includes the statutory provisions and also all
applicable provisions of the Washington Constitution and reported judicial decisions interpreting these laws.

RESPONSE:
This will confirm that the reference and limitation to "Washington General Corporation Law" in the legal opinion contained in Exhibit 5.1 to the Company's registration statement
include the statutory provisions and also all applicable provisions of the Washington Constitution and reported judicial decisions interpreting such laws.

        We
hope that the foregoing and the filing of Amendment No. 2 adequately address the concerns of the Staff regarding Amendment No. 1. Please call either myself or, in my
absence, Chris K. Visser, both of us can be reached at (206) 623-7580, if you have any questions or further comments with respect to the foregoing.

Very truly yours,

Preston Gates & Ellis LLP

By:

/s/ GARY J. KOCHER Gary J. Kocher

cc:Pradip
Bhaumik

George Ohsiek

Yong Kim

Securities and Exchange Commission

450 Fifth Street N.W.

Washington, D.C. 20549

Richard
M. Brooks

Brenda I. Morris

Zumiez Inc.

6300 Merrill Creek Parkway

Suite B

Everett, WA 98203

Chris
K. Visser, Esq.

Preston Gates & Ellis LLP

925 Fourth Avenue

Suite 2900

Seattle, WA 98104

Eric
S. Haueter, Esq.

Sidley Austin Brown & Wood LLP

555 California Street

San Francisco, CA 94104

5

Exhibit A

        The SGMA Report:

Sports

Participation

Topline Report
  2005 Edition

 Statistical Highlights from

the Superstudy® of

Sports Participation

SGMA SPORTS PARTICIPATION TRENDS
  U.S. Population, 6 years of age or older, at least once per year (thousands)
  Released April 2005

1987

Benchmark

1990

1993

1998

2000

2002

2003

2004

1 Year %

Change

(2003-2004)

6 Year %

Change

(1998-2004)

17 Year %

Change

(1987-2004)

Fitness Activities

Aerobics (High Impact)

13,961

12,359

10,356

7,460

5,581

5,423

5,875

5,521

-6.0
%
-26.0
%
-60.0
%

Aerobics (Low Impact)

11,888

15,950

13,418

12,774

9,752

9,286

8,813

8,493

-3.6
%
-33.5
%
-28.6
%

Aerobics (Step)

n.a.

n.a.

11,502

10,784

8,963

8,336

8,457

8,257

-2.4
%
-23.4
%
-28.2
 %[2]

Aerobics (Net)

21,225

23,015

24,839

21,017

17,326

16,046

16,451

15,767

-4.2
%
-25.0
%
-25.7
%

Other Exercise to Music

n.a.

n.a.

n.a.

13,846

12,337

13,540

14,159

16,365

+15.8
%
+18.2
%
n.a.

Aquatic Exercise

n.a.

n.a.

n.a.

6,685

6,367

6,995

7,141

5,812

-18.6
%
-13.1
%
n.a.

Calisthenics

n.a.

n.a.

n.a.

30,982

27,790

26,862

28,007

25,562

-8.7
%
-17.5
%
n.a.

Cardio Kickboxing

n.a.

n.a.

n.a.

n.a.

7,163

5,940

5,489

4,773

-14
%
n.a.

-33.4
 %[5]

Fitness Bicycling

n.a.

n.a.

n.a.

13,556

11,435

11,153

12,048

10,210

-15.3
%
-24.7
%
n.a.
 [1]

Fitness Walking

27,164

37,384

36,325

36,395

36,207

37,981

37,945

40,299

+6.2
%
+10.7
%
+48.4
%

Running/Jogging

37,136

35,722

34,057

34,962

33,680

35,866

36,152

37,310

+3.2
%
+6.7
%
0.0
%

Fitness Swimming

16,912

18,045

17,485

15,258

14,060

14,542

15,899

15,636

-1.6
%
+2.5
%
-7.5
%

Pilates Training

n.a.

n.a.

n.a.

n.a.

1,739

4,671

9,469

10,541

+11.3
%
n.a.

+506.2
 %[5]

Stretching

n.a.

n.a.

n.a.

35,114

36,408

38,367

42,096

40,799

-3.1
%
+16.2
%
n.a.

Yoga/Tai Chi

n.a.

n.a.

n.a.

5,708

7,400

11,106

13,371

12,414

-7.1
%
+117.5
%
n.a.

Equipment Exercise

Barbells

n.a.

n.a.

n.a.

21,263

21,972

24,812

25,645

24,103

-6.0
%
+13.4
%
n.a.

Dumbells

n.a.

n.a.

n.a.

23,414

25,241

28,933

30,549

31,415

+2.8
%
+34.2
%
n.a.

H