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BASS, BERRY & SIMS PLC
Attorneys at Law
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A PROFESSIONAL LIMITED LIABILITY COMPANY
LEIGH WALTON
AmSouth Center
PHONE: (615) 742-6201 315 Deaderick Street, Suite 2700
FAX: (615) 742-2701 Nashville, Tennessee 37238-3001
E-MAIL:lwalton@bassberry.com (615) 742-6200
May 4, 2006
VIA EDGAR AND FEDERAL EXPRESS
Michael McTiernan, Special Counsel
Paul Fischer, Staff Attorney
Securities and Exchange Commission
100 F. Street, N.E.
Mail Stop 4561
Washington, DC 20549
RE: SPHERIS INC.
FORM S-4, FILE NO. 333-132641(THE "REGISTRATION STATEMENT")
FILED MARCH 22, 2006, AMENDED APRIL 24, 2006
Dear Messrs. McTiernan and Fischer:
On behalf of Spheris Inc. (the "Company"), and in response to the
staff's comments contained in your letter dated May 1, 2006 (the "Comment
Letter"), I submit this letter containing the Company's responses to the Comment
Letter. The Company's responses to the Comment Letter correspond to the numbered
comments in the Comment Letter. Capitalized terms not otherwise defined herein
have the meanings ascribed to such terms in the Registration Statement.
Concurrently herewith, the Company is filing Amendment No. 2 to the Registration
Statement to address these comments.
Business -- page 50
1. We note your response to Comment 33. Please revise to briefly describe
the operations of Vianeta.
RESPONSE: IN RESPONSE TO THE COMMENT, THE COMPANY HAS REVISED PAGE 50
OF THE PROSPECTUS TO BRIEFLY DESCRIBE THE OPERATIONS OF VIANETA.
Services Provided -- page 53
2. We note your response to Comment 35. To facilitate a clearer
understanding of your subsidiaries, please disclose in the prospectus
the limited nature of your Canadian operations.
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NASHVILLE Downtown| KNOXVILLE | MEMPHIS| NASHVILLE Music Row | www.bassberry.com
Michael McTiernan
Paul Fischer
Securities and Exchange Commission
May 4, 2006
Page 2
RESPONSE: IN RESPONSE TO THE COMMENT, THE COMPANY HAS REVISED PAGES 53
AND 54 OF THE PROSPECTUS TO DISCLOSE THE LIMITED NATURE OF ITS CANADIAN
OPERATIONS.
In addition, the Company has revised the prospectus to include
information relating to its new Chief Financial Officer. The Company has also
updated various numbers in the prospectus to reflect information as of a current
date.
* * * * *
We will separately provide marked copies of the filing for ease of
review. Please do not hesitate to contact me at the above telephone number or
Laura R. Brothers at (615) 742-7705 if you have any questions or further
comments. Thank you in advance for your prompt attention to this matter.
Sincerely,
/s/ Leigh Walton
Leigh Walton
cc: Gregory T. Stevens, Esq.
LW:lcw