June 14, 2010
U.S. Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 4561
100 F Street, N.E.
Washington, D.C. 20549
Attention: | Ms. Barbara C. Jacobs | |
Mr. Evan S. Jacobson | ||
Ms. Melissa Walsh | ||
Mr. Craig Wilson |
Re: | Motricity, Inc. (the “Registrant”) |
Registration Statement on Form S-1 |
Registration File No. 333-164471 |
Ladies and Gentlemen:
In connection with the above-captioned Registration Statement, we wish to advise that between June 2, 2010 and the date hereof, 6,994 copies of the Preliminary Prospectus dated June 2, 2010 were distributed as follows: 3,395 to prospective underwriters; 3,060 to institutional investors; 403 to prospective dealers; 133 to individuals; and three to others.
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
We hereby join in the request of the Registrant that the effectiveness of the above-captioned Registration Statement, as amended, be accelerated to 4:30 p.m. Washington, D.C. time on Wednesday, June 16, 2010, or as soon thereafter as practicable.
Very truly yours, |
J.P. MORGAN SECURITIES INC. |
GOLDMAN, SACHS & CO. |
As representatives of the |
Prospective Underwriters |
By: | J.P. Morgan Securities Inc. | |
By: | /s/ John Bertone | |
Name: | John Bertone | |
Title: | Vice President | |
By: | /s/ Goldman, Sachs & Co. | |
(Goldman, Sachs & Co.) |