Engility Holdings, Inc.
New East Holdings, Inc.
3750 Centerview Drive
Chantilly, Virginia 20151
January 16, 2015
Via EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
Mail Stop 4631
100 F Street, NE
Washington, D.C. 20549
| Attention: | Pamela Long |
| Erin Jaskot |
| Dale Welcome |
| Anne McConnell |
| Re: | New East Holdings, Inc. |
| Engility Holdings, Inc. |
| Registration Statement on Form S-4 |
| File No. 333-200384 |
Ladies and Gentlemen:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, New East Holdings, Inc. (“New Engility”) and Engility Holdings, Inc. (“Engility” and, together with New Engility, the “Companies”) hereby request that the effective date of the Registration Statement on Form S-4 (File No. 333-200384) be accelerated to 4:00 p.m., Eastern time, on Wednesday, January 21, 2015, or as soon as practicable thereafter.
In connection with the request, the Companies hereby acknowledge:
| • | should the United States Securities and Exchange Commission (the “Commission”) or the Staff of the Division of Corporation Finance of the Commission (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 Companies from their full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| • | the Companies 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. |
Please contact Ryan D. Thomas at (615) 742-7765 or Jay H. Knight at (615) 742-7756 with any questions you may have concerning this request, and please notify either of them when this request for acceleration has been granted. Thank you for your continued assistance.
United States Securities and Exchange Commission
January 16, 2015
Page 2
Very truly yours,
Engility Holdings, Inc.
/s/ Thomas O. Miiller
Thomas O. Miiller
Senior Vice President, General Counsel and Corporate
Secretary
New East Holdings, Inc.
/s/ Thomas O. Miiller
Thomas O. Miiller
Secretary
| cc: | Jonathan Brooks, Esq., Engility Holdings, Inc. |
| Ryan D. Thomas, Esq., Bass Berry & Sims PLC |
| Frederick S. Green, Esq., Weil, Gotshal & Manges LLP |
| Jaclyn L. Cohen, Esq., Weil, Gotshal & Manges LLP |
| Marni J. Lerner, Esq., Simpson Thacher & Bartlett LLP |
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