Mail Stop 6010

							July11, 2005


James F. Cleary, Jr.
President and Chief Executive Officer
MWI Veterinary Supply, Inc.
651 S. Stratford Drive, Suite 100
Meridan, Idaho  83642

Re:	MWI Veterinary Supply, Inc.
	Amendment No. 2 to the Registration Statement on Form S-1
	File No. 333-124264

Dear Mr. Cleary:

      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
supplemental 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 S-1

Customers, page 46

1. We note your disclosure and filing of your written agreements
with
Banfield - The Pet Hospital. Since it appears these agreements are
material to you, please revise this section or in an appropriate
location of your Business section to provide for the material
terms
of both agreements you have with Banfield.

Report of Independent Registered Public Accounting Firm, page F2
2. We note that your independent auditors` report is not final
with
respect to the dual-dating of the financial statements to reflect
the
expected 5.5/1 stock split. Prior to requesting acceleration of
effectiveness for your registration statement, please file an
amendment to include a final, dual-dated report from your
independent
auditors, inclusive of an updated consent report. Additionally,
please remove all references in the document that allude to the
fact
that you have not yet finalized the stock split; for example, the
introductory paragraph on page 1, and revise all related
disclosures
accordingly.

*	*	*

      File a pre-effective amendment in response to these
comments.
Provide a letter keying your responses to the comments, and
provide
any requested supplemental information.  If you believe complying
with these comments is not appropriate, tell us why in your
letter.
The response letter should be uploaded to EDGAR, with the form
type
label "CORRESP" and linked to the registration statement file
number.
We may have comments after reviewing revised materials and your
responses.

      Submit your request for acceleration at least two business
days
prior to the requested effective date.

      You may contact Amy Bruckner at (202) 551-3657 or Mary Mast
at
(202) 551-3613 if you have questions regarding comments on the
financial statements and related matters.  Please contact Song
Brandon at (202) 551-3621, John Krug, Senior Attorney at (202)
551-
3862 or me at (202) 551-3710 with any other questions.

								Sincerely,



								Jeffrey Riedler
									Assistant Director


cc:  	James A. Lebovitz, Esq.
	Stephen M. Leitzell, Esq.
	Dechert LLP
	4000 Bell Atlantic Tower
	1717 Arch Street
	Philadelphia, PA  19103

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