October 16, 2015
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
Attn.: Larry Spirgel
Attn.: Celeste M. Murphy
Attn.: Lahdan Rahmati
| Re: | Zayo Group, LLC and Zayo Capital, Inc. Registration Statement on Form S-4 (File No. 333-207398) |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Zayo Group, LLC, a Delaware limited liability company (the “Company”), on behalf of itself and the other co-registrants listed on the above referenced Registration Statement on Form S-4 (the “Registration Statement”), hereby respectfully requests that the effective time of the Registration Statement be accelerated to 4:00 p.m., Eastern Time, on October 20, 2015 or as soon thereafter as practicable.
The Company hereby acknowledges that:
| • | should the Securities and Exchange Commission (the “Commission”) or 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 Company from its full responsibility for the adequacy and accuracy of the disclosure in the Registration Statement; 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. |
[Signature page follows]
| Very truly yours, |
| Zayo Group, LLC |
| /s/ Scott E. Beer |
Scott E. Beer General Counsel and Secretary |
| cc: | Robyn Zolman, Gibson, Dunn & Crutcher LLP |
[Acceleration Request Letter]