Erickson Incorporated
5550 SW Macadam Avenue, Suite 200
Portland, Oregon 97239
April 30, 2014
VIA EDGAR
Dana Brown
U.S. Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 4561
100 F Street, NE
Washington, DC 20549
| | Registration Statement on FormS-4 filed April 3, 2014, as amended by |
| | Amendment No. 1 to Registration Statement on Form S-4 filed April 23, 2014 |
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended, we hereby request the acceleration of the effective date of the above-referenced Registration Statement so that it will become effective May 1, 2014 at 4:00 p.m. Eastern Time, or as soon thereafter as practicable. Please call Carey S. Roberts at (212) 841-1034 to provide notice of effectiveness.
In connection with this request for effectiveness, Erickson Incorporated (the “Company”) acknowledges the following:
| • | | 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 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. |
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Very truly yours, |
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Erickson Incorporated |
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By: | | /s/ Edward T. Rizzuti |
| | Edward T. Rizzuti |
| | Vice President, General Counsel, and Corporate Secretary |