February 8, 2006

Via facsimile at (314) 854-3949 and U.S. Mail

Steven L. Frey
Vice President & General Counsel
Angelica Corporation
424 South Woods Mill Road
Chesterfield, Missouri  63017

       Re:    Angelica Corporation
      Form 8-K Filed February 7, 2006
      File No. 1-05674

Dear Mr. Frey:

      We have reviewed your filing 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.

Form 8-K Filed February 7, 2006
1. Please advise us as to what consideration you have given to
filing
these communications, as well as those filed on February 1, 2006,
pursuant to Rule 14a-12, considering it would appear that Steel
Partners plans to conduct a solicitation in opposition, as defined
under Rule 14a-6(a)(6).
2. Please characterize consistently each statement or assertion of
opinion or belief as such, and ensure that a reasonable basis for
each opinion or belief exists.  Also refrain from making any
insupportable statements.  Support for opinions or beliefs should
be
self-evident, disclosed in the proxy statement or provided to the
staff on a supplemental basis, with a view toward disclosure, by
submitting a revised submission that has been annotated with
support
for each of the assertions made.  We cite the following examples
of
statements or assertions in the materials that, at a minimum, must
be
supported and should be revised to provide a basis for the belief:
* You indicate that you are "correcting the record for
shareholders"
in response to "unsubstantiated claims and seemingly intentional
mischaracterizations of fact," in the first paragraph of Exhibit
99.1.  Please provide support for the "seemingly intentional"
nature
of the alleged mischaracterizations and revise to state that this
constitutes your belief;
* You refer to Steel`s "fairly transparent attempt to impose its
personal interests at the expense of other shareholders," in the
second paragraph of Exhibit 99.1.  Please provide support for the
"transparent attempt" and "personal interests" to which you make
reference and characterize this statement as your belief;
* You indicate that "[c]learly, Steel Partners is seeking to gain
control of the Company`s Board," in the second paragraph of
Exhibit
99.1.  Please provide support for the "clear" attempt to gain
control
by Steel, considering they are seeking a minority of seats on the
Board.  Further, substantiate your statements that their control
of
the Board has been met with "at best mixed results" elsewhere and
that "[g]iven [Steel`s] track record it is not surprising that
[it]
would attempt to cloak its self-interest under the guise of
`corporate governance;`" and

* Provide support for and characterize as your belief your
indication
that Steel`s "insistence on the Board amending its bylaws is
primarily geared not for the benefit of all shareholders but
instead
to the interests of Steel Partners," in Exhibit 99.2.

	These examples do not represent an exhaustive list of the
statements that need to be amended and/or supported. Where the
bases
are other documents, such as prior proxy statements, Forms 10-K
and
10-Q, annual reports, analysts` reports and newspaper articles,
provide either complete copies of the documents or sufficient
pages
of information so that we can assess the context of the
information
upon which you rely.  Mark the supporting documents provided to
identify the specific information relied upon, such as quoted
statements, financial statement line items, press releases, and
mathematical computations, and identify the sources of all data
utilized.

3. Please provide us with a copy of the report issued by
Institutional Shareholder Services to which you make reference in
the
sixth paragraph of Exhibit 99.1.

       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 supplemental 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 reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the filing persons are in possession
of
all facts relating to their 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 acknowledging that:

* the filing person 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 filing person 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.

      Please contact me with any questions at 202-551-3264.  You
may
also reach me via facsimile at 202-772-9203.

								Sincerely,


								Mara L. Ransom
								Special Counsel
								Office of Mergers and
Acquisitions



Steel Partners II, L.P.
February 8, 2006
Page 1



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3628

         DIVISION OF
CORPORATION FINANCE