





Mail Stop 0407

      June 9, 2005

Edward Bramson
Chairman, Chief Executive Officer
  and Director
Ampex Corporation
1228 Douglas Avenue
Redwood City, CA  94063

	RE:  	Ampex Corporation
		Form 10-K for the fiscal year ended December 31, 2004
		Filed April 20, 2005

Dear Mr. Bramson:

	We have reviewed your filing and have the following comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  After reviewing your response, 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 10-K for the Fiscal Year Ended December 31, 2004

Note 2 Revenue Recognition, page F-12
1. Tell us in more detail why you believe that it is appropriate
to
recognize prepayment of royalties when the agreement has been
executed by both parties.  In this regard, we note your disclosure
stating that "(t)he Company may also negotiate a `prepayment` of
royalties that would otherwise be due up to a specific future
date."

Management Discussion and Analysis, page 27
2. Tell us, in more detail, the terms of the Sony settlement
payment
of $40 million to cover royalties due on all product shipment
through
April 11, 2006.  Also, tell us your basis for recognizing as
revenue
the full settlement amount in 2004.
3. Tell us, in more detail, the terms of the agreements with Canon
and Sanyo. Tell us why you believe that it is appropriate to
recognize the total payments of $25.5 million as revenue in 2004.

*    *    *    *

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
letter that keys your responses to our comments and provides any
requested supplemental information.  Please file your response
letter
on EDGAR.  Please understand that we may have additional comments
after reviewing your amendment and responses 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 Kenya Wright, Staff Accountant, at (202)
551-
3373 or Carlos Pacho, Senior Assistant Chief Accountant, at (202)
551-3835 if you have questions regarding comments on the financial
statements and related matters.  Please contact me at (202) 551-
3810
with any other questions.


                                                Sincerely,



                                                Larry Spirgel
                                                Assistant Director




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Mr. Bramson
Ampex Corporation
June 9, 2005
Page 1



