August 4, 2006

Via U.S. Mail and Facsimile (713-683-6654)

John U. Clarke
President and Chairman of the Board
NATCO Group Inc.
2950 N. Loop West, 7th Floor
Houston, Texas 77092

	Re:	NATCO Group, Inc.
		Form 10-K for the Fiscal Year Ended December 31, 2005
		Filed March 15, 2006
		File No. 1-15603

Dear Mr. Clarke:

      We have reviewed your response letter dated July 28, 2006
and
have the following comment.  After reviewing this information, we
may
raise additional comments.

General
1. In your response to prior comment 2, you express the view that
your contacts with Iran, Sudan and Syria, countries identified as
state sponsors of terrorism, are not qualitatively material to you
because the contacts have been made in compliance with U.S. law,
and
because you have "consistently reported information regarding
sales
to embargoed countries, if any, in each Form10-K filing since
becoming a public company in January 2000."  Please expand your
materiality analysis to address the possibility that,
notwithstanding
the legality of your contacts with Iran, Sudan and Syria, your
reputation and share value may be negatively impacted by the fact
that you do business in these countries that have been identified
as
terrorist-sponsoring states.  In this regard, we call to your
attention the investor sentiment evidenced by, among other
investor
actions, the initiatives cited in our prior comment 2.  Please
also
address the fact that, while the Form 10-K discusses your 2005
contacts with Syria, your earlier reports on Form 10-K do not
specifically discuss contacts with Iran, Sudan or Syria, or
indicate
that the referenced "embargoed countries" included terrorist-
sponsoring states.

* * * * *


      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please file your
response letter on EDGAR.

      Please understand that we may have additional comments after
we
review your response to our comment.  Please contact Pradip
Bhaumik,
Attorney-Advisor, at (202) 551-3333 if you have any questions
about
the comments or our review.  You may also contact me at (202) 551-
3470.


								Sincerely,



								Cecilia D. Blye, Chief
								Office of Global Security
Risk


cc: 	Pamela Long
		Assistant Director
		Division of Corporation Finance

		Nilima Shah
		Accounting Branch Chief
		Division of Corporation Finance



John U. Clarke
NATCO Group Inc.
August 4, 2006
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