Mail Stop 3720

      							March 30, 2006


Mr. Jearld L. Leonhardt
Chief Financial Officer
CommScope, Inc.
1100 CommScope Place, S.E.
P.O. Box 339
Hickory, NC 28602

	Re:	CommScope, Inc.
      Form 10-K for Fiscal Year Ended December 31, 2005
		Filed March 1, 2006
      File No. 1-12929

Dear Mr. Leonhardt:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Where indicated, we think you should
revise your documents 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 or may not
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.


Form 10-K for Fiscal Year Ended December 31, 2005

Management`s Discussion and Analysis of Financial Condition and
Results of Operations, page 24

Comparison of Results of Operations for the Year Ended December
31,
2005 with the Year Ended December 31, 2004

1. Based on your disclosure at page 81, it appears that your
segments
contribute in a disproportionate way to your operating results.
Revise your disclosure to discuss your results of operations on a
segment basis, as required by Section 501.06 of the Codification
of
Financial Reporting Policies.  In this regard, we note that you
discuss information regarding net sales for each segment within
MD&A.
Expand this disclosure to discuss your segment measure of profit
or
loss, which appears to be "operating income (loss)," for each
reportable segment.

OFS Brightwave, LLC, page 32

2. We note the discussions on pages 32 -33 and pages 37-38 of MD&A
concerning OFS BrightWave, LLC and the negotiations with Furukawa,
and the related disclosure in footnote 5 to your financial
statements.  Please expand your disclosures here and in note 5 so
that the facts and circumstances concerning your negotiations with
Furukawa, and the impact from the resulting amendments to the
agreements, are wholly transparent to investors.  In your
disclosures, separately address each of the agreements in place
prior
to the negotiations in June 2004 and each of the agreements in
place
after the negotiations in 2004. Disclose the material terms, the
business purpose, the financial impact, your accounting, and the
basis for this accounting and advise us.  Your revised disclosures
and supplemental response should specifically address the
following
comments.

a. Regarding the impact of your negotiations with Furukawa, it is
our
understanding that prior to amending your agreements with Furukawa
on
June 14, 2004, CommScope had the absolute and unconditional right
to
sell to Furukawa all, but not less than all, of the Company`s
membership interest in OFS Brightwave for $173,388,000.  This put
right could only be exercised by the Company from February 15,
2006
to March 15, 2006.  If Furukawa failed to pay the exercise price
in
full when due, Furukawa would then be required to pay default
interest at a rate per annum equal to the three month LIBOR plus
2.75%, and all of the Company`s reasonable out-of-pocket costs and
expenses incurred to collect payment of the exercise price and the
default interest.  Also, pursuant to the Stockholders Agreement
between the Company and Furukawa, if the Company exercised the put
right, Furukawa would, at that time, have the right to require the
Company to purchase the 7,656,000 shares of common stock of the
Company owned by Furukawa for an aggregate price of $45,788,262.

It appears that if CommScope had waited until February 15, 2006 to
exercise its right under the put, and if Furukawa exercised its
put
right, it could have received net cash of approximately $127.6
million in addition to the 7,656,000 shares of common stock.
Clearly
disclose that the Company, by agreeing to accept the return of 7.7
million shares of common stock in June 2004, lost the opportunity
to
receive, at most, net cash of $127.6 million and the return of 7.7
million common shares on February 15, 2006.

b. Further, you should explain in MD&A why you agreed to accept
the
return of 7.7 million shares of your common stock on June 14, 2004
in
lieu of $173.4 million in cash in February 2006 in exchange for
your
investment in OFS BrightWave.

c. Clearly explain to investors how the June 2004 amendments to
the
existing contractual agreements were "for the mutual benefit of
both
parties." In this discussion, disclose the closing price of your
common stock on June 14, 2004 and explain why you effectively paid
a
premium to buy back your stock.  Quantify this premium over the
then
current market value of your common stock, your Call Right price,
and
the Furukawa put price.  If the amendments to the agreements were
to
the detriment of the Company, as it appears, you should clearly
say
so and remove all suggestions otherwise.

d. Describe, in detail, the terms of the Call Right held by
CommScope
(Section 6.1 of the Stockholders Agreement dated October 9, 2002)
and
explain to investors why the Company chose not to purchase the 7.7
million shares of common stock at 90% of the fair market value.

e. Discuss in MD&A the impact of your optical fiber supply
agreement
with Furukawa, dated June 14, 2004, on your gross margins and
advise
us in detail.  Tell us if you received favorable pricing in this
arrangement.  In your response, please compare for us the pricing
of
each item covered under the Optical Fiber Supply Agreement with
OFS
FITEL, LLC dated June 14, 2004 and the Optical Fiber Supply
Agreement
cited in Section 5.2 of the Memorandum of Understanding dated
November 15, 2001.

f. Explain to us why you entered into the Optical Fiber Supply
Agreement on June 14, 2004.  Tell us why it was necessary to enter
into the agreement on this date and not necessary in an earlier
period.  Explain to us the consideration given by management and
Furukawa to the terms of the amendments to your other agreements
when
negotiating the terms of the Optical Fiber Supply Agreement.
Also,
tell us if all the material terms of the Optical Fiber Supply
Agreement, including the initial prices for the products
determined
in accordance with Appendix A, were consistent with what was
commercially available to the Company from other suppliers of
substantially similar products on June 14, 2004.  Please provide
us
unredacted copies of this agreement and the agreement cited in
Section 5.2 of the Memorandum of Understanding dated November 15,
2001.

Note 6 - Restructuring Charge and Employee Termination Benefits

3. We note that you have identified production equipment that will
be
available for sale pending the consolidation of certain production
operations in other facilities.  You have recorded this equipment
at
its estimated net realizable value upon sale plus an estimate of
its
remaining utility while still in service.  Clarify for us whether
you
continue to classify this equipment as assets to be held and used
under SFAS 144 and whether you continue to depreciate these
assets.
If so, tell us how you determined that this recorded amount
represents fair value, which is the required measurement basis for
assets to be held and used.



*    *    *    *

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  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 file your response letter on EDGAR.
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
Exchange Act of 1934 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.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company may not assert staff comments 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 our review of your filings or
in
response to our comments on your filings.

      You may contact Melissa Hauber, Senior Staff Accountant, at
(202) 551-3368 or Robert S. Littlepage, Jr., Accountant Branch
Chief,
at (202) 551-3361 if you have questions regarding comments on the
financial statements and related matters.  Please contact me at
(202)
551-3810 with any other questions.

								Sincerely,



								Larry Spirgel
								Assistant Director



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Mr. Jearld L. Leonhardt
CommScope, Inc.
March 30, 2006
Page 5