CORRESP: Correspondence

DORMAN
NEW SINCE 1918


September 20, 2006
Ms. Linda Cvrkel
Branch Chief
Division of Corporation Finance
United States Securities and Exchange Commission
100 F. Street, N.E.
Washington, D.C. 20549


RE: Dorman Products, Inc. (the "Company")
Form 10-K for the fiscal year ended December 31, 2005
Form 10-Q for the quarterly period ended July 1, 2006
File No. 000-18914
_____________________________________________________________

Dear Ms. Cvrkel:

Enclosed are our responses to your letter dated August 30, 2006 (the
"Comment Letter"). In order to facilitate your review, we have included the
Staff's comment followed by our response below, as well as a copy of the
Comment Letter.

Form 10-K for the fiscal year ended December 31, 2005
_____________________________________________________

Item 8. Financial Statements and Supplementary Data
____________________________________________________

Revenue Recognition, page 26

1. We note from your disclosure that you have a provision for warranties.
As requested in our prior comment 1 to our letter dated March 30, 2005,
please revise future filings to discuss the nature and terms of your
warranties. Additionally, revise the notes to your financial
statements to disclose your accounting policy and methodology used in
determining your liability for product warranties. Also include a
reconciliation of the changes in your product warranty liability in
the notes to your financial statements for each period presented.
See paragraph 14 of Fin 45 for guidance.

Response:
We would like to advise the Staff supplementally that substantially all
of the Company's products are covered by a standard warranty to the end
user (the "Consumer") of our products. The terms and duration of each
warranty varies by product type, but in all cases is limited to the
repair or replacement of the part that is defective as a result of a
manufacturing defect. The warranty does not cover parts that are
damaged directly or indirectly by a Consumer or other third-party (such
as by a crash or installation error) or normal "wear and tear". Many of
the purchasing agreements between the Company and its customers contain
"defective allowances" to cover the estimated cost of warranty returns
by the Consumer to the Company's customers. Warranty costs in excess of
these allowances were approximately $170,000, $68,500 and $51,000 in
2005, 2004 and 2003, respectively. Given the immaterial nature of these
additional warranty costs, a reconciliation of the variance between the
actual warranty costs and the accrued estimated amounts is unnecessary
in the notes to the Company's consolidated financial statements. The
Company will continue to monitor the level of warranty expense and
related accruals and will add further disclosure if warranted. To
address the Staff's comment, the following additional disclosures will
be made in the Company's next annual report on Form 10-K:

Note 1 of the notes to the Company's consolidated financial statements
will be revised in the Company's next annual report on Form 10-K to
include the following additional disclosure:

Product Warranties. The Company warrants its products against
certain defects in material and workmanship when used as intended
by the Company on the vehicle on which it was originally installed.
The Company offers a one year, two year, or limited lifetime
warranty depending on the product type. All warranties limit the
customer's remedy to the repair or replacement of the part that is
defective. The Company records estimates for product warranty costs
in the period of sale. Estimated warranty costs are based upon
actual experience and forecasts using the best historical and
current claim information available. Warranty expense for each of
the fiscal years 2006, 2005 and 2004 was $___ million, $0.2 million
and $0.1 million, respectively.



Form 10-Q for the quarterly period ended date July 1, 2006

Note 8. Subsequent Events, page 12

2. Please provide us with your planned accounting treatment for the
amended Revolving Credit Facility which resulted in an increase in the
total credit facility from $20 million to $30 million and extended the
expiration date from June 2007 to June 2008. Your response to us should
include how you considered the guidance in EITF No. 98-14 in
determining the appropriate accounting treatment of any unamortized
deferred costs, fees paid to or received from the creditor, and/or
third party costs incurred, if any. If you do not believe the
modifications to the Revolving Credit Facility require accounting under
EITF No. 98-14 please tell us why and provide us with the basis for
your conclusions. We may have further comment upon receipt of your
response.

Response:
We do not believe the modifications to the Revolving Credit
Facility require accounting treatment under EITF No. 98-14 as the
Company had no unamortized deferred costs associated with the $20
million Revolving Credit Facility which was amended in July 2006.
Furthermore, expenses associated with the amendment to extend the
term and increase the facility are expected to be less than $25,000
and will be charged off as incurred in the third quarter of 2006
based upon materiality.

Management's Discussion and Analysis
Results of Operations

3. We note your current disclosures in MD&A include little, if any, (1)
information about the quality and potential variability of the
Company's earnings and cash flow, and (2) discussion and analysis of
known trends or uncertainties that will have a material impact on your
liquidity, capital resources or results of operations, such that an
investor can ascertain the likelihood past performance is indicative
of future performance. For example, you discuss in your Form 10-Q
for the quarter ended April 1, and July 1, 2006 that the increase in
costs of goods sold, as a percentage of sales, was due to gross
margin reductions in several product lines as a result of higher
customer returns and allowances and selling price reductions due to
competitive pressures. However, you do not address whether such
effects are expected to continue to have an impact cost of sales in
future periods. Please note that material forward-looking information
regarding known trends and uncertainties is required and should not
be confused with option forward-looking information. In this regard,
we believe you should revise your MD&A in future filings to include
the information required by Item 303 of Regulation S-K. Also, refer
to FR-72. Please confirm your understanding and that you will revise
future filings accordingly.

Response:
We hereby confirm our understanding of Item 303 of Regulation S-K. We
will revise future filings to include appropriate disclosures about (1)
the quality and potential variability of the Company's earnings and
cash flow, and (2) discussion and analysis of known trends or
uncertainties that will have a material impact on liquidity, capital
resources or results of operations in MD&A in future filings as
appropriate.



Company Certification

The Company hereby acknowledges that:

o The Company is responsible for the adequacy and accuracy of the
disclosures in its filings;

o Staff comments or changes to disclosures in response to staff comments
do not foreclose the Commission from taking any action with respect to
the filing; and

o The Company 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 placecountry-regionUnited States

Kindly acknowledge receipt of this letter by time and date stamping the
attached duplicate copy of this letter and returning it to me in the self
addressed stamped envelope provided. If you or any other member of the Staff
have any questions or would like to discuss these matters at greater length,
please do not hesitate to contact me at (215) 712-5132 or, in my absence,
Thomas Knoblauch, at (215) 712-5222.


Sincerely,

/s/ Mathias J. Barton

Mathias J. Barton
Chief Financial Officer


cc: Mr. Jeff Jaramillo, Division of Corporation Finance
Thomas Knoblauch, Esq., Vice President - General Counsel
Jane K. Storero, Esq. Blank Rome LLP