April 21, 2005


Mail Stop 0409

Mr. William D. Griffin
Chief Financial Officer
InsWeb Corporation
11290 Pyrites Way
Gold River, CA 95670

Re:	InsWeb Corporation
	Form 10-K for the year ended December 31, 2004
	File No. 0-26083

Dear Mr. Griffin:

      We have reviewed your response letter dated April 18, 2005
and
have the following additional comment.  As previously stated, this
comment should be addressed in all future filings with the
Commission.

Management`s Discussion and Analysis of Financial Condition and
Results of Operations

Liquidity and Capital Resources, page 25

1. We have read your proposed disclosure in response to our
comment.
While your proposed disclosure appears to provide a discussion of
your ability to meet cash requirements on a long-term basis, it
does
not appear to provide a discussion of the underlying drivers that
impact changes in cash flow and/or working capital.  In a
supplemental response, please confirm to us that you will expand
your
proposed disclosure in all future filings to include a discussion
of
the underlying drivers impacting changes in cash flow and/or
working
capital.  Refer to Item 303 of Regulation S-K and FR 72,
Commission
Guidance Regarding Management`s Discussion and Analysis of
Financial
Condition and Results of Operations.

*    *    *    *

      As appropriate, please respond to this comment within 10
business days or tell us when you will provide us with a response.
Please furnish a cover letter with your proposed revisions that
keys
your response to our comment and provides any requested
supplemental
information.  Detailed cover letters greatly facilitate our
review.
Please file your cover letter on EDGAR.  Please understand that we
may have additional comments after reviewing your response to our
comment.

      You may contact Rachel Zablow, Staff Accountant, at (202)
824-
5336 or the undersigned at (202) 824-5222 if you have questions.



						Sincerely,



Steven Jacobs
Accounting Branch Chief


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InsWeb Corporation
April 21, 2005
Page 2