Mail Stop 0308



March 30, 2005

John F. Wittkowske
Senior Vice President and Chief Financial Officer
Weyco Group, Inc.
333 W. Estabrook Boulevard,
P.O. Box 1188
Milwaukee, WI  53201

		RE: 	Weyco Group, Inc.
			Form 10-K for the fiscal year ended December 31,
2004
			File No.  0-9068

Dear Mr. Wittkowske:

      We have reviewed the above referenced filing and have the
following comments.  We have limited our review to your financial
statements and related disclosures and will make no further review
of
your documents.  Where indicated, we think you should revise your
document in response to these comments in future filings.  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 supplemental 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 the Fiscal Year Ended December 31, 2004

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Results of Operations

1. In future filings please include a tabular presentation of net
sales revenues by brand for the periods presented and provide a
narrative discussion of the extent to which material changes are
attributable to pricing, mix or volume of goods sold.  Please
refer
to SEC Release No. 33-8350 and Item 303(a)(3)(iii) of Regulation
S-K.

Liquidity and Capital Resources

2. Please advise us and revise future filings to describe your
inventory and other purchase obligations in a footnote to the
contractual obligations table.  Also, please explain why there was
a
buildup of inventory in 2004.

Critical Accounting Policies

3. In future filings, please revise your disclosure to present
critical accounting policies within MD&A.  Such disclosure should
supplement, not duplicate, the description of accounting policies
that are already disclosed in the notes to the financial
statements.
The disclosure should provide greater insight into the quality and
variability of information regarding financial condition and
operating performance.  The discussion in MD&A should present your
analysis of the uncertainties involved in applying a principle at
a
given time or the variability that is reasonably likely to result
from its application over time.

* Discuss why management believes the accounting policy is
critical;
* Discuss how accurate your estimates and assumptions have been in
the past, how much they have changed in the past and whether they
are
likely to change in the future;
* Include quantitative disclosure of your sensitivity to change
based
on other outcomes that are reasonably likely to occur and that
would
have a material effect on the company.

For example, for your `Revenue Recognition` policy, you could
discuss
the provision for sales returns and allowance for doubtful
accounts
both on a total cost basis as well as on a percentage of revenues.
Your discussion could further address variances that have occurred
in
historic results, trends and future expectations, as well as the
impact to the statement of operations resulting from hypothetical
changes.  Refer to Item V of Release Nos. 33-8350/34-48960.

Consolidated Financial Statements and Notes to Consolidated
Financial
Statements

Note 2. Summary of Significant Accounting Policies

Principles of Consolidation

4. Please advise us and revise future filings to disclose the
principles you follow for including or excluding subsidiaries in
the
consolidated financial statements.  See Rule 3A-03 of Regulation
S-X.

Cost of Sales

5. Please disclose the types of expenses that you include in the
cost
of sales line item and the types of expenses that you include in
the
selling, general and administrative expenses line item in addition
to
shipping and handling.  In doing so, please disclose specifically
whether you include inbound freight charges, receiving costs,
inspection costs, warehousing costs, internal transfer costs and
the
other costs of your distribution network in cost of sales.  If you
currently exclude a significant portion of these costs from cost
of
sales, please provide cautionary disclosure in MD&A that your
gross
margins may not be comparable to others, since some entities
include
the costs related to their distribution network in cost of sales
and
others like you exclude all or a portion of them from gross
margin,
including them instead in a line item such as selling, general and
administrative expenses.  To the extent it would be material to an
investor`s ability to compare your operating results to others in
your industry, quantify in MD&A the amount of these costs excluded
from cost of sales.

Note 16.  Segment Information

6. We note that you include the results of internet sales in the
retail segment and licensing revenues in the wholesale segment.
Tell
us in more detail how you determined that your business has two
reportable segments, wholesale and retail.  Tell us and disclose
whether you aggregate operating segments to create the reportable
segments.  If you do aggregate operating segments, tell us how you
determined that you have properly aggregated operating segments
into
reportable segments in accordance with paragraph 17 of FAS 131.

7. In future filings, please disclose interest revenue and
interest
expense for each reportable segment as required by paragraph 27 of
SFAS 131.

8. Please tell us what consideration you gave to disclosing
revenues
from external customers for each of your primary brands for each
year
presented.  Refer to paragraph 37 of SFAS 131.

9. In future filings, please also disclose revenues from external
customers attributed to your domestic and international operations
and revenues attributed to each individual foreign country that is
material.  Refer to paragraph 38.a. of SFAS 131.

Note 19.  Subsequent Events

10. We note the two-for-one stock split of the Company`s Common
Stock
and Class B Common Stock on January 31, 2005.  We also note pro
forma
presentation of the stock split on earnings per share due to the
subsequent event.  According to paragraph 54 of FAS 128, if a
stock
split occurs after the close of the period but before issuance of
the
financial statements, the per-share computations for all periods
presented should be based on the new number of shares.  Please
tell
us why per-share computations were not presented for all periods
based on the new number of shares.

*	*	*	*

      Please send us your response to these comments within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter keying your responses to our
comments
and provide any requested supplemental information.  Please file
your
response letter on EDGAR.  Please understand that we may have
additional comments after reviewing your responses to our
comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed 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 filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; 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 filing or in
response to our comments on your filing.

	If you have any questions regarding these comments, please
direct them to Dave Irving, Staff Accountant, at (202) 942-1920
or,
in his absence, to Donna Di Silvio, at (202) 942-1852, or the
undersigned at (202) 942-2823.  Any other questions regarding
disclosure issues may be directed to H. Christopher Owings,
Assistant
Director, at (202) 942-1900.

      Sincerely,



      Michael Moran
      Branch Chief
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Mr. John F. Wittkowske
Weyco Group, Inc.
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