June 16, 2008
John Stickel
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Re: | RHI Entertainment, Inc. |
Dear Mr. Stickel:
In connection with the above-referenced Registration Statement, and pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Act”), we hereby join in the request of RHI Entertainment, Inc. for acceleration of the effective date of the Registration Statement so that it will be declared effective at 4:00 p.m., Eastern Standard Time, on June 17, 2008, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that between May 30, 2008 and the date hereof, the undersigned, as representatives of the several underwriters, effected the following approximate distribution of copies of the Preliminary Prospectus dated May 30, 2008 (the “Preliminary Prospectus”):
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| No. of Copies |
Prospective Underwriters |
| 7,415 |
Dealers |
| 913 |
Institutions |
| 1,456 |
Others |
| 4 |
Total |
| 9,788 |
In connection with the Preliminary Prospectus distribution for the above-referenced issue, the prospective underwriters have confirmed that they are complying with the 48-hour requirement as promulgated by Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
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| Very truly yours, | |
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| J.P. MORGAN SECURITIES INC. | |
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| BANC OF AMERICA SECURITIES LLC | |
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| As Representatives |
| By: |
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| By: | /s/ Richard Sesny | ||
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| Name: | Richard Sesny |
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| Title: | Vice President, Equity Syndicate Operations |
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| By: | Banc of America Securities LLC |
| By: | /s/ Thomas M. Morrison | ||
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| Name: | Thomas M. Morrison |
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| Title: | Managing Director, Equity Capital Markets |