Mail Stop 3720

      							April 19, 2006

Mr. Jeffrey E. Curtiss
Chief Financial Officer
Service Corporation International
1929 Allen Parkway
Houston, TX 77019

	Re:	Service Corporation International
      Form 10-K for Fiscal Year Ended December 31, 2005
		Filed March 6, 2006

		File No. 1-06402

Dear Mr. Curtiss:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Please address the following comments
in
future filings.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a future 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 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 10-K for the fiscal year ended December 31, 2005

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Competitive Strengths, page 16

1. We note that you test-marketed and implemented packaged
cemetery
plans in 2005.  Tell us more details about these cemetery plans
and
disclose your revenue recognition policy related to these plans.

Consolidated Statements of Cash Flows, page F-7

2. Revise your statement to reflect your change in accounts
receivable on a gross basis as required by paragraphs 11 - 13 of
SFAS
No. 95.

3. Tell us whether and how the activities of the preneed funeral
and
cemetery merchandise and services trust and cemetery perpetual
care
trusts are reflected in the consolidated statements of cash flows.
Please cite your basis in the accounting literature that supports
your treatment.

Note Two - Summary of Significant Accounting Policies

Operating leases, page 56

4. We note your operating lease terms for funeral home properties
range from one to 35 years.  For the longer term leases, tell us
your
consideration of paragraph 7(c) and 7(d) in SFAS No. 13, and why
these would not be considered capital leases.

Goodwill, page 56

5. Based on your disclosure, it appears that you have three
reporting
units within your funeral segment; North America, Germany and
Singapore.  Tell us how you determined your reporting units.
Describe how those reporting units are included within your
operating
segments and how your operating segments aggregate into your
reportable segments.  Provide us with a detailed analysis
outlining
the factors in paragraph 30 of SFAS 142 and EITF Topic D-101, and
the
criteria in paragraph 17 of SFAS 131, that supports your
conclusion
that these are your reporting units.  Also, address the factors
that
should be considered when determining "Similar Economic
Characteristics" and the points that should be considered under
"Additional Observations" as addressed by EITF Topic D-101.
Further,
tell us in detail how you evaluated paragraphs 10-15 when
identifying
your operating segments and 16-24 when identifying your reportable
segments.

Cemetery Operations, page 59

6. We note costs related to the sale of property interment rights
include "the property and development costs specifically
identified
by project."  Tell us what is included in these property and
development costs, how they are allocated and how they are
"specifically identified" by project.  Further, tell us what you
mean
by the term "project."

Note Nineteen - Gains and Impairment (Losses) on Dispositions, Net
and Other Operating Expense

Sale of Assets to StoneMor Partners LP, page 110

7. Tell us why you recorded the impairment charge related to these
properties held for sale as a (loss) gain on early extinguishment
of
debt.


* * * * *

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your responses to our comments and provides any
requested information.  Detail letters greatly facilitate our
review.
Please file your response letter via EDGAR.  Please understand
that
we may have additional comments after reviewing your responses to
our
comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 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.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* 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 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 our review of your filings or
in
response to our comments on your filings.

      You may contact Bob Carroll, Staff Accountant, at (202) 551-
3362 or Kyle Moffatt, Branch Chief Accountant at (202) 551-3836 if
you have questions regarding comments on the financial statements
and
related matters.  Please contact me at (202) 551-3810 with any
other
questions.

								Sincerely,

								/s/ Kyle Moffatt for

								Larry Spirgel
								Assistant Director
Mr. Jeffrey E. Curtiss, Chief Financial Officer
Service Corporation International
April 19, 2006
Page 4



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

         DIVISION OF
CORPORATION FINANCE