October 4, 2016
VIA EDGAR
Pamela A. Long
Assistant Director
Division of Corporation Finance
Office of Manufacturing and Construction
Securities and Exchange Commission
Mail Stop 4631
100 F Street N.E.
Washington, D.C. 20549
Re: Advanced Disposal Services, Inc.
Registration Statement on Form S-1
File No. 333-206508
Dear Ms. Long:
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 October 5, 2016, at 2:00 p.m. Eastern Time or as soon thereafter as practicable. Please call Richard Alsop at (212) 848-7333 to provide notice of effectiveness.
In connection with this request for effectiveness, Advanced Disposal Services, Inc. (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.
90 Fort Wade Road, Suite 200 · Ponte Vedra, FL 32081
Tel (904)737-7900 · Fax (904)636-0699 · AdvancedDisposal.com
| Very truly yours, | |
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| Advanced Disposal Services, Inc. | |
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| By: | /s/ Michael K. Slattery |
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| Michael K. Slattery |
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| Senior Vice President, General Counsel |
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| & Secretary |
cc: Frank Pigott, Esq., United States Securities and Exchange Commission
Richard B. Alsop, Esq., Shearman & Sterling LLP