[Letterhead of Genesys S.A.]
January 30, 2006
BY FACSIMILE AND EDGAR FILING
William A. Bennett, Esq. Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7553 USA
Tel: (202) 551-3389 Fax: (202) 772-9206
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| Re: | Genesys S.A. Registration Statement on Form F-3 |
Dear Mr. Bennett:
I refer to the Amended Registration Statement on Form F-3 of Genesys S.A. (the “Company”) that was filed via EDGAR on January 30, 2006 (SEC File No. 333-130332) (the “Registration Statement”). On behalf of the Company, I respectfully request that the Registration Statement be declared effective on January 31, 2006 at 10:00 am, or as soon thereafter as practicable.
In connection with this request for the acceleration of the effective date of the Registration Statement, we acknowledge that:
(i) should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement;
(ii) the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and
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William Bennett, Esq., page 2 |
(iii) the Company may not assert 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.
If you have any questions, please do not hesitate to contact Andrew Bernstein in the Paris office of Cleary Gottlieb Steen & Hamilton LLP (011-33-1-40-74-68-60) or his colleague Desmond Eppel in Washington (202-974-1553).
Sincerely yours,
/s/ Rochelle Robertson
By: Rochelle Robertson
Title: EVP Infrastructure, Production
cc: | Andrew A. Bernstein, Esq. |
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