DEMANDWARE, INC.
5 Wall Street
Burlington, Massachusetts 01803
March 14, 2012
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Charles Lee
| Re: | Demandware, Inc. |
Registration Statement on Form S-1
File No. 333-175595
Ladies and Gentlemen:
Demandware, Inc. (the “Registrant”) hereby acknowledges that:
| (i) | should the Securities and Exchange Commission (the “Commission”) or the staff (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement on Form S-1 (File No. 333-175595), as amended (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 Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and |
| (iii) | the Registrant 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. |
Very truly yours,
DEMANDWARE, INC. | ||
| By: | /s/ Sheila M. Flaherty | |
Sheila M. Flaherty Senior Vice President and General Counsel | ||
