EARTHLINK, INC.
1375 Peachtree Street, NW
Atlanta, Georgia 30309
March 13, 2006
VIA EDGAR AND FACSIMILE (202) 772-9210
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
Attention: Ms. Barbara C. Jacobs
Assistant Director
Division of Corporation Finance
EarthLink, Inc.
Registration Statement on Form S-4 filed February 3, 2006, as amended (the “S-4”)
Registration No. 333-131541 (as amended, the “Registration Statement”)
Ladies and Gentlemen:
Pursuant to Rule 461 of the Securities Act of 1933, as amended, EarthLink, Inc. (the “Company”) hereby requests acceleration of effectiveness of the above-referenced Registration Statement to 1:00 p.m., Eastern Standard Time, on March 15, 2006, or as soon thereafter as practicable.
Pursuant to the letter from the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) to Charles G. Betty, President and Chief Executive Officer of the Company, dated March 1, 2006, in connection with the Registration Statement, the Company acknowledges that:
1. should the Commission or the Staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
2. the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
3. the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
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| Very truly yours, | |||
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| EARTHLINK, INC. | |||
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| By: | /s/ Kevin M. Dotts |
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| Kevin M. Dotts | ||
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| Executive Vice President and Chief | ||
