March 16, 2006


Mr. E. Larry Ryder
Executive Vice President and Chief Financial Officer, Hooker
Furniture
Corp.
440 East Commonwealth Blvd
Martinsville, VA 24112


Re:	Hooker Furniture Corporation
Form 10-K for the fiscal year ended November 30, 2005
      File No. 0-25349

Dear Mr. Ryder:

      We have reviewed your filing and have the following
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 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.


Commitments and Contractual Obligations, page 22
1. Your tabular disclosure of contractual obligations does not
appear
to include all of your future obligations.  In future filings,
revise
the table to include all obligations including: estimated interest
payments related to outstanding debt and other long-term
liabilities
recorded under GAAP, including expected funding requirements for
employee benefit plans and executive benefits.  Refer to Item
303(a)(5) of Regulation S-K and Release 33-8182.  Additionally, we
note that the Company generally negotiates firm pricing
denominated in
U.S. Dollars with its foreign suppliers.  Please clarify for us if
this also includes firm purchase commitments regarding quantities
of
goods.  If you do have purchase commitments please include them in
your commitments and contractual obligations table in future
filings.

Non-GAAP Financial Information, page 25

2. Since you present a non-GAAP performance measure that excludes
recurring expenses, please revise your future presentations to
fully
comply with our response to Question 8 of "Frequently Asked
Questions
Regarding the Use of Non-GAAP Financial Measures," which you can
find
on our website at www.sec.gov.  It appears to us that your current
presentation does not address the material limitations associated
with
the non-GAAP measure you present or the manner in which you
compensate
for these limitations.

Note 8 - Derivatives, page F-14

3. We note that you are amortizing the $3.0 million payment to
terminate the swap agreement to interest expense over the
remaining
repayment period for Term Loan A.  In future filings please
provide an
enhanced discussion of the impact of this transaction on your
current
interest expense in Management`s Discussion and Analysis.

Note 15 - Segment Information, page F-21

4. We note that you currently report your results of operations in
one
operating segment that imports, manufactures and markets
residential
furniture products, principally in North America; however, you are
still expected to include the enterprise-wide disclosures required
by
SFAS 131 paragraphs 36-39, specifically the information about
products
and services and geographic information.  It appears to us that
you
may be able to disclose this information for each distinct product
line you offer.

	As appropriate, please amend your filing and respond to these
comments within 10 business days or tell us when you will provide
us
with a response.  Please provide us with a supplemental response
letter that keys your responses to our comments and provides any
requested supplemental information.  Detailed letters greatly
facilitate our review.  Please file your supplemental response on
EDGAR as a correspondence file.  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 filing to be certain that the
filing
includes all information required under the Securities and
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 their 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 filing; 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 filing or in response
to
our comments on your filing.

If you have any questions regarding these comments, please direct
them
to Mindy Hooker, Staff Accountant, at (202) 551-3732 or to the
undersigned at (202) 551-3768.

Sincerely,



John Cash
Branch Chief
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Mr. E. Larry Ryder
Hooker Furniture Corp.
March 16, 2006
Page 1


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010

         DIVISION OF
CORPORATION FINANCE