SecProbe.io

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Room 4561
								June 24, 2005

Mr. Michael J. Zugay
Senior Vice President, Chief Financial Officer
and Corporate Secretary
1000 Commerce Drive
Suite 500
Pittsburgh, PA 15275

Re:	iGATE Corporation
	Item 4.01 Form 8-K
      Filed May 25, 2005
	File No.  000-21755

Dear Mr. Zugay:

      We have reviewed your response letter dated June 17, 2005
and
have the following additional comments.  We may ask you to provide
us
with more information so we may better understand your disclosure.
Please be as detailed as necessary in your explanation.  After
reviewing this information, we may or may not raise additional
comments.

	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 any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.

Form 8-K filed May 25, 2005
1. Your response to prior comment number 1 indicates that you
recorded certain tax adjustments in the second quarter of 2004
which
resulted from ineffective controls over the calculation of income
taxes.  As of December 31, 2004 you considered these ineffective
controls to be material weaknesses.  We note that your disclosure
controls and procedures were effective in the periods ended June
30,
2004 and September 30, 2004.  Considering the ineffective controls
noted and the adjustments made in the second quarter of 2004,
explain
to us how you considered your disclosure controls and procedures
effective for these periods.
2.
You also indicate that you decided a material weakness existed
because you were unable to determine "whether the steps taken to
remediate these deficiencies were effective because test work for
two
subsequent periods prior to December 31, 2004 was not available."
Please explain what you mean by this statement.
3. We note that in addition to the 3 material weaknesses you also
had
78 significant deficiencies.  These deficiencies were not
disclosed
in your Controls & Procedures as of December 31, 2004 or any
subsequent periods.  Tell us how you considered Question 11 of the
FAQ on Release No, 34-47986 "Management`s Report on Internal
Control
Over Financial Reporting and Disclosure in Exchange Act Periodic
Reports."  Explain how you determined that these deficiencies in
the
aggregate did not represent a material weakness that required
disclosure.  Additionally, tell us whether you have made any
material
changes to your disclosure controls and procedures or to internal
controls over financial reporting to remedy any of these
deficiencies.

       As appropriate, please respond to these comments within
five
business days or tell us when you will respond.  Please submit all
correspondence and supplemental materials on EDGAR as required by
Rule 101 of Regulation S-T.  Please furnish a cover letter that
keys
your responses to our comments and provides any requested
information.  Detailed cover letters greatly facilitate our
review.
Please understand that we may have additional comments after
reviewing your amendment and responses to our comments.

	You may contact Christine Davis, Staff Accountant, at (202)
551-
3408, Robert Benton, Review Accountant at (202) 551-3804 or me at
(202) 551-3226 if you have questions regarding these comments.

							Sincerely,

      					Craig Wilson
							Senior Assistant Chief
Accountant
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Michael J. Zugay
iGATE Corporation
June 24, 2005
Page 2

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