Cardtronics, Inc.
3250 Briarpark Drive, Suite 400
Houston, Texas 77042
June 15, 2015
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attention: Gabriel Eckstein
| Re: | Cardtronics, Inc. and co-registrants (the “Registrants”) |
Request for Acceleration of Effectiveness
Registration Statement on Form S-4 (File No. 333-204778) (the “Registration Statement”)
Ladies and Gentlemen:
Pursuant to Rule 461 of the rules and regulations promulgated under the Securities Act of 1933, as amended, the Registrants hereby request that the effectiveness of the Registration Statement be accelerated so that the Registration Statement will become effective on Wednesday, June 17, 2015 at 12:00 p.m., Eastern Time, or as soon thereafter as practicable.
The Registrants hereby acknowledge that the disclosure in the Registration Statement is the responsibility of the Registrants. The Registrants hereby acknowledge that:
| • | should the Securities and Exchange Commission (the “Commission”) or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the Registration Statement effective, it does not foreclose the Commission from taking any action with respect to the Registration Statement; |
| • | the action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the Registration Statement effective, does not relieve the Registrants from their full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; and |
| • | the Registrants 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. |
United States Securities and Exchange Commission
June 15, 2015
Please call Gillian A. Hobson of Vinson & Elkins L.L.P., the Registrants’ outside legal counsel, at (713) 758-3747 with any questions regarding this request for acceleration.
| Sincerely, | ||
| CARDTRONICS, INC. | ||
| By: | /s/ J. Chris Brewster | |
| J. Chris Brewster | ||
| Chief Financial Officer | ||
| CARDTRONICS HOLDING, LLC | ||
| ATM NATIONAL, LLC | ||
| CARDTRONICS USA, INC. | ||
| CARDTRONICS DR, LLC | ||
| By: | /s/ J. Chris Brewster | |
| J. Chris Brewster | ||
| Chief Financial Officer | ||
| cc: | Gillian A. Hobson, Esq. |
Vinson & Elkins L.L.P.
