RELATIONSERVE MEDIA, INC. 6700 NORTH ANDREWS AVENUE FORT LAUDERDALE, FLORIDA 33309 May 1, 2006 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 3720 100 F. Street, N.E. Washington, D.C. 20549 Attn: Larry Spirgel Assistant Director Re: Relationserve Media, Inc. Registration Statement on Form SB-2 Filed March 20, 2006 File No. 333-132586 Preliminary Information Statement on Schedule 14C Filed March 24, 2006 File No. 0-51702 Dear Mr. Spirgel: This letter is to inform you that RelationServe Media Inc. (the "Company") is aware that: o it is responsible for the adequacy and accuracy of its disclosure in its filings; o staff comments or changes to disclosure in response to staff comments in the filings reviewed by the staff do not foreclose the Securities and Exchange Commission (the "Commission") from taking any action with respect to the filings; and o 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. Very truly yours, /s/ Shawn McNamara ------------------------ Shawn McNamara Senior Vice President
