| American Apparel, Inc. 747 Warehouse Street Tel: (213) 488-0226 Fax: (213) 225-1216 www.americanapparel.net |
December 2, 2011
John Reynolds
Assistant Director
Division of Corporation Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, DC 20549
| Re: | American Apparel, Inc. (the “Company”) |
| Registration Statement on Form S-1 (Registration No. 333-176547) |
| Request for Acceleration |
Dear Ms. Reynolds:
Pursuant to Rule 461(a) under the Securities Act of 1933, as amended, we respectfully request that the effective date of the Company’s Registration Statement on Form S-1, as amended (File No. 333-176547) (the “Registration Statement”) be accelerated by the Securities and Exchange Commission (the “Commission”) to 4:00 p.m. Washington D.C. time on December 5, 2011 or as soon as practicable thereafter, unless you receive a phone call from Glenn Weinman or Michelle Gasaway prior to such time requesting otherwise.
The Company is aware of its responsibilities under the Securities Act as they relate to the proposed public offering of the securities specified in the Registration Statement. The Company acknowledges that should the Commission or its 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. In addition, the Company acknowledges that 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. Finally, the Company acknowledges that it may not assert 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.
We request that we be notified of such effectiveness by a telephone call to Michelle Gasaway of Skadden, Arps, Slate, Meagher & Flom LLP at (213) 687-5122.
| Very truly yours, | ||
| American Apparel, Inc. | ||
| By: | /s/ Glenn A. Weinman | |
Name: | Glenn A. Weinman | |
Title: | Senior Vice President, General Counsel and Secretary | |
| cc: | Pamela Howell |
| Edwin Kim |
| Michelle Gasaway |
| (Skadden, Arps, Slate, Meagher & Flom LLP) |