Workstream (WSTM) CORRESP Correspondence with SEC

WORKSTREAM INC.

485 N. Keller Road, Suite 500

Maitland, Florida 32751

March 23, 2011

VIA EDGAR

Philip Rothenberg, Esquire

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, NE

Washington, DC 20549

Re: Workstream Inc.

Preliminary Proxy Statement on Schedule 14A

Filed March 3, 2011

File No. 001-15503

Dear Mr. Rothenberg:

In connection with the filing by Workstream Inc. (the “Company”) through EDGAR with the Securities and Exchange Commission (the “Commission”) of its Definitive Proxy Statement on Schedule 14A, as well as the filing of its Preliminary Proxy Statement on Schedule 14A on March 3, 2011, the Company acknowledges that:

· it 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

· it 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.

Sincerely,

/s/ John Long

John Long

Chief Executive Officer, Workstream Inc.