REACHLOCAL, INC.
21700 OXNARD STREET, SUITE 1600
WOODLAND HILLS, CALIFORNIA 91367
May 17, 2010
VIA FACSIMILEAND EDGAR TRANSMISSION
Securities and Exchange Commission
Mail Stop 3720 100 F Street, N.E.
Washington, D.C. 20549
| Attention: | Larry Spirgel, Assistant Director |
| John Harrington, Staff Attorney |
| Kyle Moffatt, Accountant Branch Chief |
| Kathryn Jacobson, Staff Accountant |
| Re: | ReachLocal, Inc. |
| Registration Statement on Form S-1 (File No. 333-163905) |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, we hereby request acceleration of the effective date of the Registration Statement on Form S-1 (File No. 333-163905) (the “Registration Statement”) of ReachLocal, Inc. (the “Company”). We respectfully request that the Registration Statement become effective as of 4:00 p.m., Washington, D.C. time, on May 19, 2010, or as soon as practicable thereafter. Once the Registration Statement has been declared effective, please orally confirm that event with our counsel, Latham & Watkins LLP, by calling Bradley A. Helms at (213) 891-8640.
The Company acknowledges the following:
| • | should the Securities and Exchange Commission (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; |
| • | 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 |
| • | 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. |
Thank you for your assistance in this matter.
Very truly yours,
REACHLOCAL, INC. | ||
| By: | /s/ Zorik Gordon | |
| Zorik Gordon | ||
| cc: | Christopher L. Kaufman, Esq., Latham & Watkins LLP |
| Bradley A. Helms, Esq., Latham & Watkins LLP |
