Mail Stop 7010
      November 17, 2005
Jerry D. Dumas, Sr.
Chief Executive Officer
Flotek Industries, Inc.
7030 Empire Central Drive
Houston, TX 77040

      Re:	Flotek Industries, Inc.
		Registration Statement on Form SB-2
      Filed October 28, 2005
		File No. 333-129308

Dear Mr. Dumas:

      We have limited our review of your filing to those issues we
have addressed in our 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.

Cover Page of Prospectus

1. It appears that you are attempting to register the issuance of
76,029 shares of common stock underlying warrants.  Because the
warrants are immediately exercisable, the purchasers of the
warrants
are deemed to own the underlying shares of common stock.
Therefore,
you must make clear that you are not registering the issuance of
these common shares underlying the warrants but rather that you
are
registering the resale by the shareholders.

Selling Shareholders, page 8

2. If any selling shareholder is a broker-dealer, please identify
it
as such.  Please note that selling shareholders who are broker-
dealers must be identified as underwriters in the prospectus.  For
selling shareholder that are affiliates of broker-dealers, the
prospectus must state that: (1) the sellers purchased in the
ordinary
course of business; and (2) at the time of purchase of the
securities
you are registering for resale, the seller had no agreements or
understandings, directly or indirectly, with any person, to
distribute the securities.  If you are unable to make these
statements in the prospectus, the disclosure must state that the
sellers are also underwriters.

Plan of Distribution, page 9

3. We note the disclosure in the second sentence of the opening
paragraph.  To the extent that any successor(s) to the named
selling
shareholders wish to sell under this prospectus, please be advised
that you must file a prospectus supplement identifying such
successors as selling shareholders.  Please revise your disclosure
to
state that a prospectus supplement will be filed in these
circumstances.

4. Please disclose that the selling shareholders may be deemed to
be
underwriters.

Signatures

5. Please have your controller or principal accounting officer
sign
in that capacity.  Please refer to the instructions to the
signature
page on Form SB-2.

Closing Comments

      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 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 to be certain that the
filing includes all information required under the Securities Act
of
1933 and that they have provided all information investors require
for an informed investment 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 staff comments and 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.

	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 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 contact Craig Slivka at (202) 555-3729 or the
undersigned Branch Chief who supervised review of your filings at
(202) 551-3767, with any questions.

      Sincerely,


      Jennifer Hardy
      Branch Chief


cc:	Rita J. Leader, Esq.
	(713) 871-2024
??

??

??

??

Jerry D. Dumas, Sr.
Flotek Industries, Inc.
Page 1 of 3



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0404

         DIVISION OF
CORPORATION FINANCE