October 4, 2005
VIA FAX, EDGAR SUBMISSION AND FEDERAL EXPRESS
Abby Adams
Division of Corporate Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
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Re: | Imagistics International Inc. -- Schedule 14D-9 filed September 19, |
| 2005 and Schedule 14D-9C filed September 16, 2005 |
Dear Ms. Adams:
This letter responds to the closing comments of the Staff (“Staff”) of the Securities and Exchange Commission contained in the letter from the Staff dated September 29, 2005 (the “Comment Letter”) regarding the above-referenced Schedule 14D-9 filed September 19, 2005, and Schedule 14D-9C filed September 16, 2005, by Imagistics International Inc. (the “Company”).
As requested in the Comment Letter, the Company hereby acknowledges the following:
- The Company is responsible for the adequacy and accuracy of thedisclosure in the filings;
- Staff comments or changes to disclosure in response to Staff commentsdo not foreclose the Commission from taking any action with respect tothe filing; and
- The Company may not assert Staff comments as a defense in anyproceeding initiated by the Commission or any person under the federalsecurities laws of the United States.
Sincerely, |
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IMAGISTICS INTERNATIONAL INC. |
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By: | /s/ Mark S. Flynn |
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| Name: | Mark S. Flynn |
| Title: | Vice President, General Counsel and Secretary |