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


    DIVISION OF
CORPORATION FINANCE


                                                                   May 19, 2020

Sally M. Cunningham
Secretary
Synalloy Corporation
4510 Cox Road, Suite 201
Richmond, Virginia 23060

        Re:     Synalloy Corporation
                Definitive Additional Materials filed under cover of Schedule
14A
                Filed on May 19, 2020 by Synalloy Corporation
                File No. 001-05200

Dear Ms. Cunningham,

        We have reviewed the above-captioned filing and have the following
comment. If you do
not believe our comment applies to your facts and circumstances, please tell us
why in a written
response. After reviewing any response to this comment, we may have further
comments.

1. The disclosure states that the "Dissident Group" is "asking you to cede
control of your
   Company." The Dissident Group's nominees, if elected, will owe fiduciary
duties and
   otherwise be accountable to all shareholders. While the Dissident Group has
proposed five
   nominees for election whom, if elected, would comprise a majority of the
Board of Directors,
   as a matter of law and fact, the Dissident Group will not be obtaining
"control" of Synalloy
   within the meaning of the term as defined in Rule 12b-2 if its solicitation
succeeds.
   Synalloy's shareholders also are not being asked to cede any of their
existing rights with
   respect to the management of the registrant in connection with the Dissident
Group's proxy
   solicitation. Please refrain from using the above-quoted formulation in
future filings.

       We remind you that the registrant is responsible for the accuracy and
adequacy of its
disclosures, notwithstanding any review, comments, action or inaction by the
staff. Please direct
any questions to Valian Afshar, Special Counsel, at (202) 551-8729, or me, at
(202) 551-3266.

                                                            Sincerely,

                                                            /s/ Nicholas P.
Panos

                                                            Nicholas P. Panos
                                                            Senior Special
Counsel
                                                            Office of Mergers
and Acquisitions

cc: Lawrence S. Elbaum, Esq.