CORRESP 1 filename1.htm Correspondence Letter

February 22, 2006

Via Edgar and Fax (202-772-9369)

Ms. Jennifer Hardy, Branch Chief

Securities and Exchange Commission

Division of Corporation Finance

450 Fifth Street, N.W.

Washington, DC 20549-0405

 

  Re: PW Eagle, Inc.
       Registration Statement on Form S-1
       File No. 333-130869
       Filed January 5, 2006

Dear Ms. Hardy:

PW Eagle, Inc. requests acceleration of the effective date of the above-referenced Registration Statement on Form S-1 so that the same shall become effective as of 4:00 p.m. Eastern Time on Wednesday, February 22, 2006, or as soon thereafter as possible.

The Company hereby acknowledges that:

 

    Should the Commission or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

 

    The action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

 

    The Company may not assert the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Very truly yours,

PW Eagle, Inc.

 

By:  

/s/ Scott Long

Its:   Chief Financial Officer

Securities and Exchange Commission

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