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3D Systems Corporation

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

    VIA EDGAR

    FOIA Confidential Treatment Request

U.S. Securities and Exchange Commission

Mail Stop 4561

450 Fifth Street, N.W.

Washington, D.C. 20546-0406

Attn: Mr. Stephen Krikorian/Accounting Branch Chief

          Mr. Chris White/Sr. Staff Accountant

February 7, 2008

    Re:

    3D Systems Corporation

    Form 10-K/A for the Fiscal Year Ended December 31, 2006

    Form 10-Q for the Quarterly Period Ended September 30, 2007

    File No. 000-22250

Dear Mr. Krikorian and Mr. White:

          On behalf of 3D Systems Corporation, a Delaware corporation (the “company”), and in connection
with Form 10-K/A for the Fiscal Year Ended December 31, 2006 (the “Form 10-K/A”) and the Form 10-Q
for the Quarterly Period Ended September 30, 2007, we hereby respectfully respond to the November
30, 2007 comment letter of the Staff of the Securities and Exchange Commission. The paragraph
numbering and headings of this letter correspond to the paragraph numbering used in the Staff’s
November 30th letter. Unless otherwise indicated, page references herein refer to the
pages of the Form 10-K/A. For convenience of reference, we have included the text of the Staff’s
comments in bold text preceding the respective responses.

          This letter omits confidential information for which we seek confidential treatment under the
Freedom of Information Act. Portions of this letter for which confidential treatment is sought are
marked as [redacted]. A separate unredacted version of this letter has been delivered to the
Staff.

     Item 6. Selected Financial Data

    1.

    We note your use of the EBITDA and EBIT non-GAAP financial measures. Please address
the following comments with respect to your use of these measures:

    •

    It appears that you are calculating your EBIT and EBITDA non-GAAP measures
differently than the description of such measures in Section I of SEC Release No.
34-47226, Conditions for Use of Non-

Securities and Exchange Commission

February 7, 2008

Page 2 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

    GAAP Financial Measures. If this is the case, you should use titles of the
measures that clearly identify the measure being used, instead of EBIT and EBITDA.
We refer you to Question 14 of the Frequently Asked Questions Regarding the Use of
Non-GAAP Finance Measures (“Non-GAAP FAQ”) released on June 13, 2003.

               We have reviewed Section I of SEC Release No. 34-47226 and Question 14 of the Non-GAAP FAQ.
With respect to EBIT and EBITDA, we note that the answer to Question 14 of the Non-GAAP FAQ states
that “[e]arnings” means net income as presented in the statement of operations under GAAP. In this
connection, the Staff is advised that the company calculates EBITDA and EBIT based on net income as
presented in the statement of operations under GAAP and not differently from the descriptions of
those measures in Section I of Release No. 34-47226. The following table presents such calculations
for the year ended December 31, 2006 (in thousands) as referred to in the Selected Financial Data
table on page 24 and in footnote (7); thereto on page 27:

    Net loss as reported per GAAP

    $
    (29,280
    )

    Add: Interest expense

    1,645

    Income tax expense

    2,179

    EBIT

    (25,456
    )

    Add: Depreciation and amortization

    6,529

    EBITDA

    $
    (18,927
    )

               These calculations are consistent with our net loss, as reported for 2006, and the amounts of
EBIT and EBITDA shown in footnote (7).

               The Staff’s comment appears to be based on the sentence in footnote (7); on page 26 of the
Form 10-K/A, which states that:

“we define EBITDA by reference to net cash provided by or used in operating
activities as adjusted to exclude ...”

               The Staff is advised that the foregoing sentence was not intended to indicate or suggest that
the company calculates EBIT and EBITDA differently from the descriptions of those measures in
Section I of Release No. 34-47226 (in which case a different title would be required under Question
14 of the Non-GAAP FAQ), though based on the Staff’s comment we now realize that the wording could
be confusing. Instead, that sentence, was meant to convey that the company believes that EBITDA is
important to investors as a liquidity measure which, as the Staff will note, is what the disclosure
contained in the next paragraph of footnote (7) states:

Securities and Exchange Commission

February 7, 2008

Page 3 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

“Our management believes that EBIT and EBITDA are of interest to investors as
frequently used measures of a company’s ability to generate cash to service its
obligations, including debt service obligations, and to finance capital and other
expenditures.”

               Viewed as a liquidity measure as opposed to a performance measure, we believed it was
necessary to reconcile these non-GAAP financial measures to net cash provided by or used in
operating activities as presented on the statement of cash flows.

               We also respectfully note that our disclosure in footnote (7) on page 26 makes clear that EBIT
and EBITDA have certain limitations and may differ from the use of these measures by other
companies. Footnote (7) goes on to state:

“EBIT and EBITDA do not purport to represent net earnings or net cash provided by
operating activities, as those terms are defined under generally accepted
accounting principles, and should not be considered an alternative to such
measurements or as indicators of our performance. Our definition of EBIT and
EBITDA may not be comparable to similarly titled measures used by other companies.”

               While we believe that our disclosure was appropriate, based on our review of the Staff’s
comment, the referenced SEC Release and the Non-GAAP FAQ, we have concluded that for future
filings, to the extent that we determine in a manner consistent with Item 10(e)(1) of Regulation
S-K that EBIT and EBITDA should be included for the benefit of its investors, we will delete from
our disclosure the sentence referred to above stating that we defines EBITDA by reference to net
cash provided by or used in operating activities. We believe that such a deletion will avoid the
unintended implication that the current disclosure appears to have. In the same vein, if we
determine to include EBIT and/or EBITDA in future filings, we also believe that it would be
appropriate to revise the reconciliation table.

    •

    Your non-GAAP financial measures appear to exclude items that will require cash
settlement and recurring charges. Please demonstrate the usefulness of your
non-GAAP financial measures that exclude such items. As part of your response,
please clarify whether your disclosure of the EBITDA non-GAAP measure is
consistent with the EBITDA measure included in the covenants to your Silicon Valley Bank loan and
security agreement.

               We respectfully advise the Staff that, as noted above, EBIT and EBITDA, as set forth in the
Selected Financial Data table and as explained in footnote (7) to that

Securities and Exchange Commission

February 7, 2008

Page 4 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

table are intended to provide supplemental information that we believe to be of interest to
investors. Those measures are not and do not purport to be consistent with the EBITDA measure
(which would be appropriately characterized as an adjusted EBITDA, non-GAAP financial measure) that
was included in the Silicon Valley Bank Credit Facility, which expired in accordance with its terms
on October 1, 2007.

               We have included in the Liquidity and Capital Resources section of our MD&A contained in our
Quarterly Report on Form 10-Q for the period ended September 30, 2007, and in the related financial
statement footnotes contained in that filing, disclosure related to that credit agreement covenant
and the impact of that covenant on the company to the extent that such disclosure would be material
to investors. Similar disclosure is contained in prior filings as well.

               In this regard, we have reviewed Question 10 of the Non-GAAP FAQ, and do not believe, in light
of that Question, that it would be appropriate to report EBITDA in our filings on a basis that is
consistent with the adjusted EBITDA measure that was included in the covenants to the Silicon
Valley Bank loan and security agreement. The response to that Question indicates that any pertinent
disclosure should be set forth in the MD&A.

               Finally, as shown in the table above, we believe that our calculation of EBIT and EBITDA is in
accordance with the description of those measures as set forth in Section I of Release No. 34-47226
and does not exclude items that will require cash settlement and recurring charges except as
permitted by Question 10 of the Non-GAAP FAQ. We respectfully advise the Staff that we are not
aware of any material items that would require cash settlement and recurring charges that are
excluded from EBIT or EBITDA as presented in the Selected Financial Data table or in footnote (7)
thereto that are not otherwise fully disclosed in the Form 10-K/A. All items requiring cash
settlement or recurring charges are set forth in the reconciliation table in order to effect the
reconciliation to net cash provided by or used in operating activities in the statement of cash
flows.

    •

    If you are able to demonstrate the usefulness of your non-GAAP financial
measures, please ensure to include all the disclosures contemplated in Question 8
of the Non-GAAP FAQ.

               We respectfully advise the Staff that based on our review of the Staff’s comment, the referenced
SEC Release and the Non-GAAP FAQ, we have concluded that for future filings, to the extent we
determine in a manner consistent with Item 10(e)(1) of Regulation S-K that EBIT and EBITDA should
be discussed for the benefit of its investors, we will present such disclosures in a manner that
fully complies with the referenced SEC Release, the Non-GAAP FAQ and the pertinent portions of Item
10(e)(1)

Securities and Exchange Commission

February 7, 2008

Page 5 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

of Regulation S-K, and we will be mindful of the requirements of Question 8 of the Non-GAAP FAQ.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results
Of Operations

Results of Operations for 2006, 2005 and 2004

    2.

    On page 40 or elsewhere as appropriate, on a going-forward basis, please set forth a
more detailed explanation of price and mix effects and provide appropriate analysis and
insight into how this relates to purchases from one period to the next and how that
resulted in changes in revenues.

               We appreciate the Staff’s comment, and we direct your attention to the paragraph on page 40
that provides as follows:

          “As used in this Management’s Discussion and Analysis, the combined effect of changes
in product mix and average selling prices, sometimes referred to as price and mix effects,
relates to changes in revenue that are not able to be specifically related to changes in
unit volume. Among these changes are changes in the product mix of our systems as the trend
toward smaller, more economical systems that has affected our business for the past several
years has continued and the influence of new products has grown.” (Emphasis supplied.)

               We are aware of the MD&A requirements that encourage the disclosure of quantitative
information relating to, among other things, factors that affect changes in revenue, and we have
provided that information to the extent that it was practicable to do so without undue effort and
expense. The highlighted language in the paragraph cited above was included in the filing, first to
define what we meant by price and mix, and
second to indicate that our reporting systems are not currently configured to produce more
detailed quantitative information regarding the effect of price and mix changes on revenue that
would be material and meaningful to investors.

               We are also mindful of the MD&A requirements that encourage the disclosure of material trends,
and we have endeavored to include such information in the Form 10-K/A and in our other relevant
filings to the extent that it would be material in the context of the overall changes in revenue in
each period, and we intend to continue to do so in future filings. The last sentence of the
paragraph quoted above is an example of that trend disclosure.

               We are pleased to advise you that, at such time as we are able to produce more detailed
quantitative data with respect to the effect of price and mix changes as they

Securities and Exchange Commission

February 7, 2008

Page 6 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

affect revenue that would be meaningful and material to investors, we intend to do so in future
filings.

     Notes
to Consolidated Financial Statements

     Note 2 Significant Accounting Policies

     Revenue Recognition, page F-11

    3.

    We note that your arrangements generally contain software and non-software
deliverables (e.g., equipment, warranty on the equipment). Please clarify how you have
evaluated EITF 03-5 when determining whether the software in your arrangements is more
than incidental to the products or services as a whole and hence, whether your
non-software deliverables are included within the scope of SOP 97-2.

               As discussed in the MD&A (page 63) and Note (1) to our Consolidated Financial Statements
(F-11), we sell equipment, a software license, a warranty on equipment, training and installation.
The software licensed is integral to the operation of our equipment (“systems”), but it is
incidental to the product as a whole as explained below.

               We supplementally advise the Staff that we do not believe SOP 97-2 and EITF 03-5 are
applicable, though our systems have a software component.

Paragraph 2 of SOP 97-2 states:

.02 This SOP provides guidance on when revenue should be recognized and in what amounts for
licensing, selling, leasing, or otherwise marketing computer software. It should be applied
to those activities by all entities that earn such revenue. It does not apply, however, to
revenue earned on products or services containing software that is incidental2
to the products or services as a whole.

    2

    Indicators of whether software is incidental to a product as a whole
include (but are not limited to) (a) whether the software is a significant focus of
the marketing effort or is sold separately, (b) whether the vendor is providing
post contract customer support, and (c) whether the vendor incurs significant costs
that are within the scope of FASB Statement No. 86, Accounting for the Costs of
Computer Software to Be Sold, Leased, or Otherwise Marketed. An example of the
applicability of this SOP to revenue earned on products containing software is
included in appendix A [paragraph .146].

Securities and Exchange Commission

February 7, 2008

Page 7 of 31

CONFIDENTIAL TREATMENT REQUESTED

BY 3D SYSTEMS CORPORATION

Appendix A of SOP 97-2 — Paragraph .146

Example 1

Facts

An automobile manufacturer installs software into an automobile model. This
software is used solely in connection with operating the automobile and is not sold
or marketed separately. Once installed, the software is not updated for new
versions that the manufacturer subsequently develops. The automobile manufacturer’s
costs for the development of the software that are within the scope of FASB
Statement No. 86, Accounting for the Costs of Computer Software to Be Sold, Leased