SecProbe.io

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

       DIVISION OF
CORPORATION FINANCE

Mail Stop 4631
July 30, 2009

By U.S. Mail
J. Michael Pearson
Chief Executive Officer Orion Marine Group, Inc. 12550 Fuqua Street Houston, TX  77034

Re: Orion Marine Group, Inc.  Registration Statement on Form S-3
Filed July 21, 2009 File No. 333-160719

Dear Mr. Pearson:

We have limited our review of your filing to those issues we have addressed in our
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.
General

1. We note that one or more of your subsidiaries may provide a guarantee of the payment of
the debt securities registered under the registration statement.  Please note that at the time of its effectiveness, your registration statement must comply with the financial statement requirements for subsidiary guarantors set fort h in Rule 3-10 of Regulation S-X.  Please
tell us how you intend to comply with these requirements.

J. Michael Pearson
Orion Marine Group, Inc.
July 30, 2009 Page 2   Table of Additional Registrants

2. Please tell us why Orion Dredging Services, LLC and SSL South, LLC were not listed in
Exhibit 21.1 (List of Subsidiaries) to your annual report on Form 10-K for your fiscal year ended December 31, 2008.
Prospectus Cover Page

3. Please revise the prospectus cover page to include the guarantees.
Item 16.  Exhibits
4. Please add to the exhibit index the form of subscription rights agreement and the Form T-1s for the indenture trustees.
Exhibit 4.3 - Form of Indenture for Senior Debt Securities and Exhibit 4.5 - Form of Indenture
for Subordinated Debt Securities
5. We note that both indentures are governed by New York law.  We further note that counsel’s opinion is limited to federal law and Delaware law.  Please provide an opinion of counsel regarding the indentures under New York law.
* * *

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.
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;

J. Michael Pearson
Orion Marine Group, Inc. July 30, 2009 Page 3
• 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 Dieter King, staff attorney, at (202) 551-3338 or the undersigned at (202)
551-3765 with any questions.
Sincerely,    Pamela Long Assistant Director
  cc: William Anderson, Esq. (Via Facsimile 713-437-5370)