Deutsche Bank Securities Inc. | UBS AG | Citigroup Global Markets Inc. |
60 Wall Street, 4th Floor | 52/F | 388 Greenwich Street |
New York, New York 10005 | International Finance Center | New York, New York 10013 |
United States | 8 Finance Street, Central | United States |
| Hong Kong |
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Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, DC 20549
Attention: | Mr. Mark P. Shuman, Branch Chief – Legal |
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| Mr. Phil Rothenberg |
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December 14, 2010
Re: HiSoft Technology International Limited
Registration Statement on Form F-1 (Registration File No. 333-170752)
Dear Messrs. Shuman and Rothenberg:
Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several underwriters of the offering, wish to advise you that we have made necessary arrangements to electronically distribute the Company’s preliminary prospectus dated December 13, 2010 for the offering commencing on or about Monday December 13, 2010 and continuing through the date hereof, approximately as follows:
| 810 copies to other prospective dealers or brokers |
| 2115 copies to institutional investors |
| 265 copies to individuals |
| 2 copies to others |
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Total: | 3,192 |
On December 6, 2010, the Financial Industry Regulatory Authority has granted a “No Objections” opinion in respect of this offering.
We confirm that we, in our capacity as representatives of the several underwriters of the offering, are aware of our obligations under the Act and will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.
In accordance with Rule 461 of the Act, we hereby join in the request of HiSoft Technology International Limited for acceleration of the effective date of the above-named
Registration Statement so that it becomes effective at 4:00 PM, New York City Time, on December 16, 2010, or as soon thereafter as practicable.
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[signature page follows]
| Very truly yours, | |
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| As representatives of the several Underwriters | |
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| DEUTSCHE BANK SECURITIES INC. | |
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| By | /s/ Matthew Russell |
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| Name: Matthew Russell |
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| Title: Managing Director |
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| By | /s/ Lee Counselman |
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| Name: Lee Counselman |
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| Title: Director |
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| UBS AG | |
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| By | /s/ Brennan O. Libbey |
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| Name: Brennan O. Libbey |
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| Title: Executive Director |
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| By | /s/ K. Raj Dayalan |
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| Name: K. Raj Dayalan |
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| Title: Director |
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| CITIGROUP GLOBAL MARKETS INC. | |
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| By | /s/ Shane Chesson |
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| Name: Shane Chesson |
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| Title: Director |
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| By | /s/ Brian Li |
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| Name: Brian Li |
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| Title: Director |
SIGNATURE PAGE TO UNDERWRITERS’ ACCELERATION REQUEST
