Mail Stop 4561

VIA U.S. MAIL AND FAX (410)951-4895

Theodore I Pincus
Executive Vice President and Chief Financial Officer
FTI Consulting, Inc.
500 East Pratt Street, Suite 1400
Baltimore, Maryland 21202

Re:	FTI Consulting Inc.
	Form 10-K for Fiscal Year Ended
	December 31, 2005
	Filed March 7, 2006
      File No. 001-14875

Dear Mr. Pincus:

      We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our comments.  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 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 comment 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 year ended December 31, 2005

Item 8. Financial Statements and Supplementary Data

1. Description of Buisness and Significant Accounting Policies

Revenue recognition, page 70

1. Tell us whether you record reimbursed out of pocket expenses on
a
gross or net basis.  Explain how you have considered the guidance
of
EITF 01-14 in making this determination.  Additionally, tell us
what
consideration you have given to disclosing your policy in your
revenue recognition footnote.

7. Long-Term Debt and Capital Lease Obligations

2. We note your disclosure that upon conversion of you 3.75%
convertible senior subordinated notes, a portion of the conversion
price will be settled in cash.  Accordingly, please explain to us
how
you concluded that the conversion feature would be classified as
equity under EITF 00-19.  Additionally, please tell us how you
considered the guidance under paragraphs 12 through 32 of EITF 00-
19
with respect to potential conversion price adjustments noted in
your
disclosure.

11. Stockholders` Equity, page 89

3. We note that you have concluded that the forward contract
entered
into as part of your stock repurchase should be classified as
permanent equity in accordance with EITF 00-19.  Tell us how you
considered the guidance in paragraphs 12 through 32 of EITF 00-19
in
making this determination.  Specifically address whether the
Company
had sufficient registered unissued shares to satisfy this and any
other instruments that require share settlement on the date the
forward contract was executed.



*    *    *    *

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please file
your
response letter on EDGAR.  Please understand that we may have
additional comments after reviewing your response to our comments.



We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filings reviewed by the staff to be
certain
that they have provided all information investors require for an
informed 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 Robert Telewicz, Staff Accountant, at (202)
551-3438 or the undersigned at (202) 551-3498 if you have
questions.



						Sincerely,



Linda van Doorn
Senior Assistant Chief Accountant



Theodore I. Pincus
FTI Consulting, Inc.
May 23, 2006
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