March 10, 2005


Mail Stop 03-06

Oren B. Azar
Associate General Counsel and Secretary
100 East Wisconsin Avenue
Suite 2780
Milwaukee, Wisconsin 53202

Re:	Joy Global Inc.
      Amendment No. 2 to Registration Statement on Form S-3
      Filed March 4, 2005
		File No. 333-121569

Dear Mr. Azar:

      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
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 on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Form S-3

Exhibits
1. Please file a currently dated consent with the amendment to be
declared effective.

Exhibit 5.1
2. We note your response to comment 10.  Please supplementally
confirm that all initial purchasers of securities registered under
the registration statement, and all subsequent transferees of
those
securities from those initial purchasers or their transferees, may
rely on the opinion.  Alternatively, please revise the opinion to
remove the limiting language.

Form 10-Q for Quarter Ended January 29, 2005

Part II

Item 4.  Controls and Procedures
3. We note your disclosure that your CEO and CFO concluded that
your
disclosure controls and procedures were effective as of October
30,
2004, rather than as of the end of the period covered by this
quarterly report.  Please amend your report to disclose
management`s
conclusion as to the effectiveness of your disclosure controls and
procedures as of January 29, 2005.
4. We note your disclosure that your "Chief Executive Officer and
Chief Financial Officer have concluded that... [y]our disclosure
controls and procedures are effective in recording, processing,
summarizing and reporting, on a timely basis, information required
to
be disclosed by [you] in the reports that [you] file or submit
under
the Exchange Act." Revise to clarify, if true, that your officers
concluded that your disclosure controls and procedures are also
effective to ensure that information required to be disclosed in
the
reports that you file or submit under the Exchange Act is
accumulated
and communicated to your management, including your chief
executive
officer and chief financial officer, to allow timely decisions
regarding required disclosure.  See Exchange Act Rule 13a-15(e).
5. Please revise the language used in your disclosure concerning
changes in your internal control over financial reporting to
indicate
whether there was any change to your internal control over
financial
reporting that has materially affected, or that is reasonably
likely
to materially affect, your internal control over financial
reporting,
consistent with the language used in amended Item 308(c) of
Regulation S-K.



* * * * *


      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 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.


      You may contact Traci Hornfeck at (202) 824-5565 or Gary
Todd
at (202) 942-2862 if you have questions regarding comments on the
financial statements and related matters. Please contact Mary Beth
Breslin at (202) 942-2914 or me at (202) 942-7924 with any other
questions.


Sincerely,



							David Ritenour
      Special Counsel

cc (via fax):	Keith S. Crow, Esq.


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Joy Global Inc.
March 10, 2005
Page 1