ACL Transportation Services CORRESP Correspondence with SEC

[Letterhead of CBLC]

November 25, 2009

CORRESPONDENCE FILED VIA EDGAR
AND OVERNIGHT DELIVERY

Securities and Exchange Commission
Division of Corporate Finance
100 F Street, N.E.
Washington, D.C. 20549

Re: Commercial Barge Line Company
Registration Statement on Form S-4
File No. 333-162312
Filed: October 2, 2009

Ladies and Gentlemen:

Commercial Barge Line Company (the “Company”) has filed with the U.S. Securities and Exchange Commission (the “Commission”) on October 2, 2009 the above-referenced registration statement on Form S-4 (File No. 333-162312) (the “Registration Statement”) relating to the contemplated offer to exchange (the “Exchange Offer”) up to $200,000,000 aggregate principal amount of the Company’s 12¹/2% Senior Secured Notes due 2017 (the “Exchange Notes”) for like amounts of the Company’s privately placed 12¹/2% Senior Secured Notes due 2017 (the “Original Notes”). The Company is registering the Exchange Offer in reliance on the position enunciated by the Commission in Exxon Capital Holdings Corp., SEC No-Action Letter (April 13, 1988), Morgan Stanley & Co, Inc., SEC No-Action Letter (June 5, 1991), and Shearman & Sterling, SEC No-Action Letter (July 2, 1993). The Company hereby represents that:

a)

The Company has not entered into any arrangement or understanding with any person to distribute the Exchange Notes to be received in the Exchange Offer and, to the best of the Company’s information and belief, each person participating in the Exchange Offer is acquiring the Exchange Notes in the ordinary course of its business and has no arrangement or understanding with any person to participate in the distribution of the Exchange Notes to be received in the Exchange Offer.

b)

In this regard, the Company will make each person participating in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that if such person is participating in the Exchange Offer for the purpose of distributing the Exchange Notes to be acquired in the applicable Exchange Offer, such person (i) cannot rely on the position of the Staff enunciated inExxon Capital Holdings Corporation (available May 13, 1988)

	or interpretive letters to similar effect and (ii) must comply with registration and prospectus delivery requirements of the Securities Act of 1933, as amended (the “Securities Act”), in connection with any secondary resale transaction.
c)	The Company acknowledges that such a secondary resale transaction by such person participating in the Exchange Offer for the purpose of distributing the applicable Exchange Notes should be covered by an effective registration statement containing the selling security holder information required by Item 507 of Regulation S-K under the Securities Act.
d)	The Company will make each person participating in the Exchange Offer aware (through the Exchange Offer prospectus or otherwise) that any broker-dealer who holds Original Notes acquired for its own account as a result of market-making activities or other trading activities, and who receives applicable Exchange Notes in exchange for such Original Notes pursuant to the applicable Exchange Offer, may be a statutory underwriter and must deliver a prospectus meeting the requirements of the Securities Act (as described inShearman & Sterling (available July 2, 1993)) in connection with any resale of such Exchange Notes.
e)	The Company will include in the transmittal letter or similar documentation to be executed by an exchange offeree the following additional provisions:

i.

If the exchange offeree is not a broker-dealer, an acknowledgment that it is not engaged in, and does not intend to engage in, a distribution of the applicable Exchange Notes.

ii.

If the exchange offeree is a broker-dealer holding Original Notes acquired for its own account as a result of market-making activities or other trading activities, an acknowledgment that it will deliver a prospectus meeting the requirements of the Securities Act in connection with any resale of Exchange Notes received in respect of such Original Notes pursuant to the applicable Exchange Offer; and a statement to the effect that by so acknowledging and by delivering a prospectus, such broker-dealer will not be deemed to admit that it is an “underwriter” within the meaning of the Securities Act.

In accordance with Rule 461 of the General Rules and Regulations under the Securities Act, the Company hereby requests that acceleration of the effectiveness of the Registration Statement be granted at 4:30 p.m. Eastern Time on November 30, 2009 or as soon thereafter as practicable. In addition, the Company acknowledges 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;

• 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; and
•	the Company may 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.

Very truly yours, Commercial Barge Line Company
By:	/s/ Dawn R. Landry
	Dawn R. Landry
	Vice President and Secretary