SecProbe.io

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Mail Stop 3628

      September 14, 2005

By Facsimile (703) 734-3199 and U.S. Mail
Lewis G. Schwartz, Esquire
General Counsel
Gartner, Inc.
P.O. Box 10212
56 Top Gallant Road
Stamford, Connecticut 06902-7700

Re:  	Gartner, Inc.
	Schedule TO-I
      Filed on September 12, 2005
	File No. 005-44921

Dear Mr. Schwartz:

      We have the following comments on the above referenced
filing.
Please understand that the purpose of our review process is to
assist
you in your compliance with the applicable disclosure requirements
and to enhance the overall disclosure in your filing.  We look
forward to working with you in these respects.  We welcome any
questions you may have about our comments or on any other aspect
of
our review.  Feel free to call us at the telephone number listed
at
the end of this letter.

Offer to Purchase

General
1. It does not appear that your amended Offer to Purchase
discloses
how your option holders will receive their cash payment.  In this
regard, we note that your prior filings included disclosure that
security holders will receive cash payment for validly tendered
options "in [their] next available payroll cycle after the closing
of
the Repurchase."  Regardless of whether option holders will
receive a
"Promise of Payment," please revise to include this discussion.

8.  Conditions of the Repurchase Program, page 23
2. We reissue prior comment 10 in part.  The reference to
"reasonably
anticipated direction of Gartner`s business" is unclear.  Please
revise.
3. We refer you to prior comment 11 and note the revised language
on
page 25.  More specifically, we note that you disclose that your
failure to exercise any of the conditions will be deemed a waiver
with respect to the "particular facts and circumstances at issue."
You cannot tacitly waive an offer condition by failing to assert
it.
If you waive an offer condition triggered by a particular event or
facts, you must revise the offer materials to disclose the waiver,
disseminate notice to target security holders, and extend the
offer
period if necessary to allow security holders time to receive and
consider notice of the change in the offer terms. Please delete or
revise the language on page 25.
Closing

      As appropriate, please amend your document in response to
these
comments.  You may wish to provide us with marked copies of the
amendment, if required, to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments 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 amendment and
responses to our comments.  In addition, depending upon your
response
to these comments, a supplement may need to be sent to security
holders.

      Please direct any questions to me at (202) 551-3456.  You
may
also contact me via facsimile at (202) 772-9203.  Please send all
correspondence to us at the following ZIP code:  20549.

         	               					Very truly
yours,

                 	          					Jeffrey B.
Werbitt
							Attorney-Advisor
							Office of Mergers &
Acquisitions

cc:	Larry W. Sonsini, Esquire
	Robert Sanchez, Esquire
	Wilson Sonsini Goodrich & Rosati
	Professional Corporation
	650 Page Mill Road
	Palo Alto, CA 94303

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Lewis G. Schwartz, Esquire
Gartner, Inc.
September 14, 2005
Page 1

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