EXOPACK HOLDING CORP.
3070 SOUTHPORT ROAD
SPARTANBURG, SOUTH CAROLINA 29302
December 21, 2006
VIA EDGAR
United States Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: Division of Corporation Finance
| | Registration Statement on Form S-4 |
Pursuant to Rule 461 of the General Rules and Regulations under the Securities Act of 1933, as amended, Exopack Holding Corp. (“Exopack”), hereby requests that the effective date of the above-captioned Registration Statement be accelerated so that the Registration Statement will become effective at 4:30 p.m. Eastern time, on Friday, December 22, 2006, or as soon thereafter as practicable.
In connection with this acceleration request, Exopack acknowledges the following:
The disclosure in the filing is the responsibility of Exopack. Exopack acknowledges that comments by the staff of the United States Securities and Exchange Commission (the “Commission”) or changes in response to staff comments in the proposed disclosure in the Registration Statement may not be asserted as a defense in any proceeding which may be brought by any person with respect to this matter. Exopack also represents to the Commission that should 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, and Exopack represents that it will not assert this action as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Exopack further acknowledges that the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective does not relieve Exopack from its full responsibility for the adequacy and accuracy of the disclosures in the filing.
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Very truly yours, |
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EXOPACK HOLDING CORP. |
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By: | | /s/ Jonathan D. Heard |
| | Jonathan D. Heard Chief Financial Officer |
