FEDERAL SERVICES ACQUISITION CORPORATION
900 THIRD AVENUE, 33RD FLOOR
NEW YORK, NEW YORK 10022
October 21, 2005
VIA EDGAR AND FACSIMILE (202) 772-9206
Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, DC 20549
| Re: | Federal Services Acquisition Corporation |
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| Registration Statement on Form S-1 |
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| File No. 333-124638 |
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| Filed: October 20, 2005 |
Ladies and Gentlemen:
At the request of the Staff of the Securities and Exchange Commission (the “Commission”), Federal Services Acquisition Corporation, a Delaware corporation (the “Company”), hereby confirms that:
· Should the Commission or the Staff, acting pursuant to delegated authority, declare the filing of the Company’s Registration Statement 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 of the Company’s Registration Statement 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.
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| Very truly yours, | ||
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| FEDERAL SERVICES ACQUISITION CORPORATION | ||
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| By: | /s/ Joel R. Jacks | |
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| Joel R. Jacks | |
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| Chairman and Chief Executive Officer | |
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