Mail Stop 0309	October 7, 2004

Mr. David M. Dill
Executive Vice President and Chief Financial Officer
Renal Care Group, Inc.
2525 West End Avenue, Suite 600
Nashville, Tennessee 37203

Re:  	Renal Care Group, Inc.
Registration Statement on Form S-3 filed September 27, 2004
File No. 333-119285

Dear Mr. Dill:

	We have limited our review of the above referenced filing to
only the matters addressed herein.  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.
1. Please withdraw the previously filed Form S-4, file no. 114607,
that relates to the proposed exchange offer of the notes you seek to
register pursuant to this Form S-3.
2. Please amend the registration statement to identify selling
securityholders to cover the full dollar amount of the notes you have
registered.  Please identify all known persons in the selling
securityholder table.  To the extent that you cannot identify some of
the selling securityholders, include a line item in the table titled
"unidentified selling securityholders."  Please also revise your
disclosure to state that you will file a post-effective amendment to
identify any additional selling securityholders.
3. Please note that in order to substitute new names for the names of
selling securityholders identified in an effective registration
statement you can file a Rule 424(b) prospectus only if the change is
not material, the number of securities or dollar amount registered
does not change, and the new owners` securities can be traced to
those covered by the original registration statement.  A change that
does not meet these requirements must be made by a post-effective
amendment.  In addition, you must either file prospectus supplement
or a post-effective amendment, as applicable, to substitute new names
except for certain donees in the circumstances described in our
telephone interpretation H.3 (see 1997 manual of telephone
interpretations).  Please confirm to us that you will comply with
these requirements.  In addition, in that regard we refer to your
statement on page 67 that, "Selling securityholders, including any
non-sale transferees, pledges or donees or their successors, may from
time to time offer and sell any or all of the notes pursuant to this
prospectus or any prospectus supplement."  Please revise your
disclosure to indicate that you may need to amend this registration
statement to substitute new names.

We urge all persons who are responsible for the accuracy and adequacy
of the disclosure in the filings 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.

	Notwithstanding our comments, in the event the company requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such request,
acknowledging 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 this action 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 connection with our review of your
filing or in response to our comments on your filing.

We will consider a written request for acceleration of the effective
date of the registration statement as a confirmation of the fact that
those requesting acceleration are aware of their respective
responsibilities under the Securities Act of 1933 and the Securities
Exchange Act of 1934 as they relate to the proposed public offering
of the securities specified in the above registration statement.  We
will act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

We direct your attention to Rules 460 and 461 regarding requesting
acceleration of a registration statement.  Please allow adequate time
after the filing of any amendment for further review before
submitting a request for acceleration.  Please provide this request
at least two business days in advance of the requested effective
date.

	Please direct any questions to Sonia Barros at (202) 824-5304 or
Suzanne Hayes at (202) 942-1789.

         	               					Sincerely,



                 	          					Jeffrey
Riedler
                           					Assistant Director


cc:	Steven L. Pottle, Esq.
Peter C. November, Esq.
Alston & Bird LLP
1201 West Peachtree Street
Atlanta, Georgia 30309


Mr. David M. Dill
October 7, 2004
Page 1