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April 21,
2010
Ms.
Kathleen Krebs
Special
Counsel
Division
of Corporation Finance
Securities
and Exchange Commission
Washington,
D.C. 20549
RE: ESCO
Technologies Inc.
File No. 1-10596
Form 10-K for the Fiscal Year Ended
September 30, 2009
Filed November 30, 2009
Dear Ms.
Krebs:
The
attachment to this letter sets forth the response of ESCO Technologies Inc. to
the comment letter of the Division of Corporation Finance of the Securities and
Exchange Commission dated April 15, 2010, with respect to the above referenced
filing. We have duplicated the comment set forth in the comment
letter in the attachment and have provided our response.
If you
have any questions or if you require additional information, please do not
hesitate to contact me at 314-213-7246.
Sincerely,
/s/ Gary
E. Muenster
Gary E.
Muenster
Executive
Vice President
and Chief
Financial Officer
ESCO
Technologies Inc.
9900A
Clayton Road
St.
Louis, MO 63124
Compensation Consultant and
Market Checking, page 9 of the Proxy Statement (comment #1):
We
note your response to comment seven in our letter dated March 4, 2010, and are
unable to agree that the composite surveys do not need to be
disclosed. As previously stated, Item 402 of Regulation S-K requires
you to identify the component companies used for benchmarking
purposes. As you are using these surveys for benchmarking purposes,
you must identify each company included in the surveys by name, regardless of
the size of the benchmarking list. Please confirm that you will
identify all companies used for benchmarking purposes in future
filings.
Response
We
confirm we will identify all the component companies used for benchmarking
purposes in future filings.