SecProbe.io

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Mail Stop 3561

      September 21, 2005

Jerry W. Throgmartin
Chief Executive Officer
Gregg Appliances, Inc.
4151 East 96th Street
Indianapolis, Indiana 46240

      Re:	Gregg Appliances, Inc.
		Amendment No. 2 to Registration Statement on Form S-4
      Filed September 14, 2005
		File No. 333-126486

Dear Mr. Throgmartin:

      We have reviewed your amendment and have the following
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 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 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 filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.
Prospectus Summary, page 1
The Exchange Offer, page 5
1. Please refer to comments 10 and 11 in our letter dated August
18,
2005.  Please revise the "Certain United States Federal Tax
Considerations" disclosure on page 7 to comply with these comments
and to make revisions corresponding to those you made to the
"Material United States Federal Income Tax Consequences"
disclosure
beginning on page 138.
Exhibit 5.1
2. Please refer to comment 17 in our letter dated August 18, 2005.
Please delete the qualification in paragraph (c) in which counsel
indicates that enforcement rights are subject to "an implied duty
of
good faith and fair dealing."  We further note the revised
disclosure
indicating "We assume no responsibility to inform you of
additional
or changed facts, or changes in law, of which we may become aware
after the date of this letter."  As noted previously, the opinion
must speak as of the date of the effectiveness of the registration
statement.  Please revise the opinion to delete the cited
limitations.
Exhibit 5.2
3. Please refer to comment 18 in our letter dated August 18, 2005
regarding the limitations on counsel`s opinion.  Please further
revise the opinion to delete the statement that counsel is "not
generally familiar with the Company`s and the Guarantor`s
businesses,
records, transactions or activities."
4. Please refer to comment 19 in our letter dated August 18, 2005.
As requested previously, the opinion must speak as of the date of
the
effectiveness of the registration statement.  Please revise the
opinion to delete any limitations on counsel`s obligation to
update
the opinion.
Exhibit 99.1
5. Please refer to comment 20 in our letter dated August 18, 2005.
Please delete the language requesting the note holder to "read
this
entire letter of transmittal..." before completing the letter of
transmittal.

* * * * *

	As appropriate, please amend your registration statement in
response to these comments.  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.

      You may contact Robert Burnett, Staff Accountant, at (202)
551-
3330 or Michael Moran, Accounting Branch Chief, at (202) 551-3841
if
you have questions on the financial statements and related
matters.
Please contact Matthew Benson, Staff Attorney, at (202) 551-3335,
or
Ellie Quarles, Special Counsel, at (202) 551-3238 with any other
questions.

      					Sincerely,

						H. Christopher Owings
      					Assistant Director

cc: 	Ann Chamberlain, Esq.
	Bingham McCutchen LLP
      Fax - (212) 702-3624

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Jerry W. Throgmartin
Gregg Appliances, Inc.
September 21, 2005
Page 3

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